Annual Report 2019 2020

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Message from the Managing Director

Dear Shareholders,

It’s been a year since I have had the honour of leading your Company. A year full of challenges
with the tough macro-economic environment and the ongoing COVID-19 crisis. Despite the
challenges, it has been a pleasure and I thank you, our team and the Board of Directors for the
support and guidance in helping us navigate through these times.
The economy witnessed a slowdown in 2019-20 with the GDP growth declining from 6.1% in
the previous year to 4.2%. While an improved monsoon had a positive impact on the agriculture
sector, the industry and manufacturing sectors were adversely impacted with a pronounced
slowdown. The worst hit sector was the automotive industry which registered a contraction
of 18% over previous year, due to lower customer demand in anticipation of new launches
compliant with Bharat VI emission norms, coupled with liquidity challenges due to the NBFC
crisis. GDP growth slowed to a 20-year low of 3.1% with manufacturing contracting by 1.4% in
the last quarter of the year.
Our diverse portfolio and successful execution of customer focused projects enabled your
Company gain market position in most segments and make steady progress towards profitable
growth. Implementation of digital channel management practices in the Agricultural Solutions
business and the inauguration of the Creation Center at our Innovation Campus in Mumbai
which has hosted ~40 customer collaboration workshops in its first year were some of the
highlights in our customer-oriented activities. We implemented the Net Promoter Score (NPS)
system in our Company which allows us to better understand the pain-points of our customers
enabling us to take necessary steps to improve the ease of doing business with us. Initial results
point to a continuous improvement in our performance over the last year.
You would be pleased to note that your Company achieved strong sales growth for
FY 2019-20 reaching Rs. 75,510.5 million (25% growth Y-o-Y) on a comparable basis. The
transition to merchandizing business model along with a strong focus on margins, operational
costs and working capital management led to improved profitability and cashflow. All business
segments delivered growth despite the challenging market environment with our Agricultural
Solutions and Nutrition & Care segments leveraging on investments in market development and
product portfolio.
The COVID-19 outbreak and the consequent countrywide lockdown towards the end of
FY 2019-20 had a marginal impact on the year gone by with sales & collections hampered
only in the last week of March. However, it has resulted in a significant demand drop in key
sectors, such as automotive, construction & appliances, that are relevant to the business of your
Company. Automotive production in India came to a complete standstill in the first months of the
FY 2020-21 due to the countrywide lockdown resulting in shutdowns across the manufacturing
supply chain. Concurrently, demand in areas related to nutrition, hygiene and health witnessed
an increase in demand during the crisis. The forecasts from various agencies project a GDP
contraction for the FY 2020-21 with industry and manufacturing experiencing a significant
decline. In these difficult times, your Company has focused on the safety of our Company and
employees while supporting our customers to enable a speedy recovery in the post-COVID
scenario.
As part of BASF’s global portfolio optimization, your Company has transferred the Construction
Chemicals business to Master Builders Solutions India Private Limited and your Board of
Directors have also approved the acquisition of 100% stake in BASF Performance Polyamides
India Private Limited. Continuing with these structural reforms will be key to emerging stronger
post the downturn when the positive policies and relief measures from the government build up
demand in the economy.
A steadfast commitment towards high EHS standards, sustainability and operational excellence
continues. Your Company has enhanced water storage and saving capabilities at the Dahej
and Mangalore sites. Moreover, several plants of your Company have been certified by the
International Automotive Task Force (IATF). The team is also driving simplification through
digitalization of as-is processes at various plants across the country. This helps to sweat
our manufacturing assets to cater to the needs of various industry segments and provides
end-to-end project visibility and enhanced productivity.
Through our 155-year legacy, BASF has witnessed several ups and downs and has only evolved
further by harnessing innovative chemistry. With BASF’s solidarity, solidity and reliability, I am
hopeful that we will emerge from the current volatile scenario, stronger. Let me, therefore, sum
up by reemphasizing that our priorities on setting a course for sustainable and profitable growth
for your Company remains intact. I truly appreciate your continued and valuable support.

Take care and stay safe!

With best wishes,

Narayan Krishnamohan

Annual Report 2019-2020


76th Annual General Meeting Contents
Thursday, 6th August, 2020 at 3.00 p.m. through Video Page
Conferencing/ Other Audio Visual Means.
Board of Directors 2

Agenda Directors’ Report 4


1. Presentation of Financial Statements
and the Directors’ / Auditors’ Report. Management Discussion and
2. Declaration of Dividend. Analysis Report 36
3. Re-appointment of Director.
4-5. Special Businesses.
Report on Corporate Governance 45
The Notice of the Meeting is enclosed.

BASF India Limited Auditors’ Report 63


Registered Office:
The Capital, ‘A’ Wing, 1204-C Balance Sheet 72
12th Floor, Plot No. C-70,
‘G’-Block, Bandra Kurla Complex, Statement of Profit & Loss 73
Bandra (East), Mumbai – 400051.
Telephone : +91 6278 5600 Cash Flow Statement 74
Website : www.basf.com/in
E-mail ID : [email protected]
Statement of Changes in Equity 76
Corporate Identification Number:
L33112MH1943FLC003972 Notes to the Financial Statements
Works: for the year ended 31st March, 2020 77
Maharashtra (Navi Mumbai)
(1) Plot Nos. 12 & 13, TTC Industrial Area, MIDC,
Thane-Belapur Road, Turbhe, Navi Mumbai – 400 705.
(2) Plot Nos. C-68, TTC Industrial Area, MIDC,
Thane-Belapur Road, Turbhe, Navi Mumbai – 400 613.
Karnataka (Mangalore)
Bala/Thokur Village, Surathkal-Bajpe Road,
Mangalore Taluka, Dakshina Kannada District,
Karnataka – 575 030.
Gujarat (Dahej)
4B, Dahej Industrial Estate, Village Dahej,
Taluka Vagra, District Bharuch, Gujarat – 392 130.
Andhra Pradesh (Nellore)
Plot 1 & 1A, APIIC Industrial Park,
Menakur Village, Block B, Naidupet Mandal,
SPSR Nellore District, Andhra Pradesh.
Himachal Pradesh (Nalagarh)
Khasra No. 87/1, Village: Beer Plassis,
Nalagarh, District: Solan, Himachal Pradesh.
West Bengal (Kharagpur)
Plot No. F-7, Vidyasagar Industrial Park,
Kharagpur, Paschim Medinipur, West Bengal.
Branch Offices:
Ahmedabad, Bangalore, Chennai, Delhi, Hyderabad,
Kolkata and Pune.
Registrar & Share Transfer Agent:
TSR Darashaw Consultants Private Limited
(formerly TSR Darashaw Limited)
Unit : BASF India Limited,
6, H. M. Patrawala Industrial Estate,
Near Famous Studio, 20, Dr. E. Moses Road,
Mahalaxmi (West), Mumbai – 400 011.
Tel. No. : +91 22 66568484 Extn: 411/412/413
Fax No. : +91 22 66568494
Email : [email protected]

BASF India Limited 1


Board of Directors

Mr. Pradip P. Shah Mr. Narayan Krishnamohan Mr. R. A. Shah Mr. Arun Bewoor
Chairman Managing Director

Mrs. Shyamala Gopinath Dr. Ramkumar Dhruva Mr. Dirk Bremm

Mr. Narendranath J. Baliga Mr. Pradeep Chandan Mr. Rajesh Naik


Chief Financial Officer & Company Secretary Whole-time Director
Alternate Director & Alternate Director

2 Annual Report 2019-2020


Management Committee Bankers
Mr. Narayan Krishnamohan (i) Citibank N.A.

Mr. Narendranath J. Baliga (ii) Deutsche Bank AG


Mr. Bejoy Chandran
(iii) The Hongkong and Shanghai Banking Corporation Limited
Mr. Brieux Boisdequin
Mr. Pradeep Chandan (iv) BNP Paribas
Mr. Rajesh Naik
(v) MUFJ Bank Limited
Ms. Sunita Sule
Mr. Jayant Bahekar (vi) Credit Agricole CIB

(vii) Mizuho Bank


Statutory Auditors
Messrs Price Waterhouse Chartered Accountants LLP
252, Veer Savarkar Marg,
Shivaji Park, Dadar (West),
Mumbai – 400 028, India. Internal Auditors
Messrs Mahajan & Aibara
Cost Auditors Chartered Accountants
Messrs R. Nanabhoy & Co. 1, Chawla House,
Cost Accountants 62, Wodehouse Road,
Jer Mansion, Colaba, Mumbai – 400 005.
70 August Kranti Marg,
Mumbai – 400 036.
Secretarial Auditors

Advocates & Solicitors Messrs HS Associates


206, 2nd Floor,
(i) Messrs Crawford Bayley & Co. Tantia Jogani Industrial Estate,
State Bank Building, 4th Floor, J. R. Boricha Marg, Opp. Lodha Excelus,
N. G. N. Vaidya Marg, Fort, Lower Parel (E), Mumbai – 400 011.
Mumbai – 400 023.
(ii) Messrs Dhruve Liladhar & Co.,
Director - Legal, General Counsel (South Asia) & Company
61 Free Press House,
Secretary
215 Free Press Journal Marg,
Nariman Point, Mumbai – 400 021. Mr. Pradeep Chandan

At the Indian Chemical Council (ICC) annual outlook conference, Mr. Narayan Krishnamohan - Managing Director, BASF India Limited presented on the
topic of “Ushering the next wave of innovations in specialty chemicals”. He shared insights into how megatrends of digitalization, sustainability,
e-mobility and waste management will drive innovation and growth in the country.

BASF India Limited 3


Dr. Martin Brudermüller - Chairman of the Board of Executive Directors and Chief Technology Officer, BASF SE visited India in January 2020.
At his first town hall in India as Chairman, he interacted with colleagues and shared his expectations as well as commitment for the India business.

Directors’ Report
Your Directors have pleasure in presenting their Report for the financial year ended 31st March, 2020.

Financial Results
(Rs. in million)

Description Year ended Year ended


31.3.2020 31.3.2019
Revenue from operations 75,510.5 60,256.7
Profit / (Loss) before exceptional item and tax 371.1 (542.0)
Exceptional items (324.6) 1,260.6
Profit before tax 46.5 718.6
Tax credit (138.6) (98.6)
Profit after tax 185.1 817.2
Dividend 129.9 216.4

Performance
Revenue from operations at Rs. 75,510.5 million, represents an increase of 25.31% over the previous year mainly due
to change in business model from agency to merchandise effective 1st April, 2019. Your Company reported a Profit
before exceptional item and tax of Rs. 371.1 million for the year ended 31st March, 2020 as compared to loss before
exceptional item and tax of Rs. 542.0 million in the previous year. Further, your Company reported a profit after tax of
Rs. 185.1 million for the year ended 31st March, 2020 as compared to profit after tax of Rs. 817.2 million in the
previous year.

The Agricultural Solutions business of your Company registered good growth in sales driven by volumes, mainly due to
its diverse portfolio, above normal monsoon coupled with improved reservoir levels & increased sales from products for
crops like corn, cotton and rice. However, its profitability was marginally impacted due to higher input costs.

The Industrial Solutions segment of your Company comprising of the Dispersions & Performance Chemicals
businesses registered marginal increase in sales & profits due to expansion of capacity at the Dahej manufacturing
site, right product mix and growth driven by merchandise volumes for antioxidant plastic additives, light
stabilizer products, fuel additives and lubricant components. However, the pressure on margins continued due to higher
input costs.

4 Annual Report 2019-2020


The Materials segment of your Company comprising of the Performance Materials & Monomers businesses registered
modest growth in sales during the year under review as compared to the previous year, mainly due to shrinking
commodity prices coupled with lower customer demand and lower sales in the transportation segment. However,
the margins improved significantly due to revised pricing strategy for crude MDI and better realisation as compared
to the input costs.
The Surface Technologies segment of your Company comprising of the Catalysts, Coatings & Construction Chemicals
businesses registered marginal growth in sales mainly due to increased merchandise sales of precious metals, which
was partially offset by a weak Coatings business due to slowdown in the auto-industry. The Construction Chemicals
business was able to maintain its revenues despite strong competition and there was improvement in its margins due to
better product mix and reduced raw material prices.
The Nutrition & Care segment of your Company comprising of the Care Chemicals, Nutrition & Health businesses
registered a significant increase in sales during the year under review as compared to the previous year due to higher
merchandise volumes, which was partially offset by divestiture of the Optical Brightening Agents business for paper &
powder detergent applications. While the Nutrition & Health business registered higher margins due to better pricing
strategy, significant increase in key raw material prices impacted the margins of the Care Chemicals Business.
During the year under review, the sales & profits of the Chemicals segment of your Company comprising of
the Petrochemicals & Intermediates businesses increased substantially due to higher merchandise sales. While
the Intermediates business of the Company registered higher margins from increased volumes, the margins of
the Petrochemicals business were impacted due to higher input costs.
Export sales stood at Rs. 3,636.1 million during the year under review.

Doubling of production capacity for manufacture of polymer dispersions at Dahej site


Your Company plans to double its capacity for the manufacture of polymer dispersions with a new production line at its
Dahej site in Gujarat. Through this investment, the Company aims to provide a reliable supply of high-quality dispersion
solutions to customers in the fast-growing Indian and South Asian markets.
The Company had started the production of polymer dispersions at its Dahej site in October 2014 and currently
operates one production line at the plant. The proposed investment will expand production capacity of dispersions for
the construction, coatings, paper and adhesive industries and the enhanced production line will serve growing demand
in South Asia.

Divestiture of stilbene based Optical Brightening Agents business to Archroma India Private Limited
In line with the Company’s strategy of actively managing its portfolio, the Optical Brightening Agents (OBA) business
for paper and powder detergent applications was transferred to Archroma India Private Limited, with effect from
6th December, 2019, for an aggregate consideration of Rs. 335.1 million, subject to necessary working capital adjustments,
including an amount of Rs. 138.5 million, which is kept in escrow for a period of 12 months from the closing date.
The transaction included stilbene-based OBA product portfolio and the manufacturing unit at Ankleshwar, India. The OBA
business was a part of the Company’s Performance Chemicals division and Care Chemicals division.

Lone Star Funds to acquire BASF’s Construction Chemicals Business


BASF SE, Germany, had signed a Share Purchase Agreement with Lone Star Funds, a global private equity player,
for acquisition of BASF’s Construction Chemicals business. The Construction Chemicals business of your Company
comprises of admixture and construction systems and forms part of the Surface Technologies segment.
The Board of Directors of your Company at their meeting held on 11th February, 2020 approved the divestiture
of the Construction Chemicals business to Master Builders Solutions India Private Limited, a wholly owned subsidiary of
BASF SE, for a consideration of Rs. 5,951.6 million (on slump sale and at arm’s length basis), subject to the approval
of the Shareholders of the Company, being a related party transaction, and such other approvals as may be
required. For this purpose, the Board had also taken into consideration the valuation report of Deloitte Touche Tohmatsu
India LLP.
The Shareholders of the Company approved the said divestiture by way of Postal Ballot on 21st April, 2020. The Company
has also executed Business Transfer Agreement on 14th May, 2020 for transfer of its Construction Chemicals Business
to Master Builders Solutions India Private Limited. Accordingly, your Company’s construction chemicals business stands
transferred to Master Builders Solutions India Private Limited with effect from 1st July, 2020 and the Company has
received an overall consideration of Rs. 5,951.6 million towards the said divestiture.

BASF India Limited 5


BASF SE, Germany, closes acquisition of Solvay’s polyamide business
BASF SE, Germany, had acquired the Solvay’s polyamide business globally. The transaction broadens BASF SE’s
polyamide capabilities with innovative and well-known brand such as Technyl® and also enhances its access to growth
markets in Asia as well as in North and South America. The transaction includes eight production sites in Germany,
France, China, India (Panoli, Gujarat), South Korea, Brazil and Mexico as well as research and development centers and
technical consultation centers in Asia, North and South America.
Considering that the Polyamides business of BASF Performance Polyamides India Private Limited had operational synergies
with the Engineering Plastics business of your Company, the Board of Directors of the Company at their meeting held on
22nd May, 2020 had evaluated the proposal to acquire 100% stake in BASF Performance Polyamides India Private Limited.
Accordingly, the Board of Directors of the Company on 10th July, 2020 have approved the acquisition of 100% stake in
BASF Performance Polyamides India Private Limited from BASF SE and BASF Nederland B.V., for a consideration of an
amount not exceeding Rs. 3,050 million, including adjustments, if any, subject to the approval of the Shareholders of the
Company. In order to arrive at the consideration amount, your Company has, inter alia, relied upon the valuation report of
Deloitte Touche Tohmatsu India LLP.

Dividend
The Board of Directors of your Company have recommended a dividend of Rs. 3/- per equity share of Rs. 10/- each i.e. 30%
for the financial year ended 31st March, 2020, subject to the approval of the shareholders at the 76th Annual General
Meeting of the Company to be held on 6th August, 2020. The aggregate dividend will absorb Rs. 129.9 million.
Further, as per Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (“SEBI Listing Regulations”), the top 500 listed entities based on market capitalization
are required to formulate a Dividend Distribution Policy. Accordingly, your Company has formulated its Dividend Distribution
Policy, which is available on the Company’s website at http://bit.do/basfdividenddistributionpolicy

Directors
Mr. Raimar Jahn resigned as Director of your Company with effect from the close of business hours as on 20th July, 2019
and Mr. Dirk Bremm was appointed as Director of the Company with effect from 21st July, 2019 in place of Mr. Raimar Jahn.
The Board of Directors of your Company placed on record its sincere appreciation of the valuable contributions made by
Mr. Raimar Jahn during his tenure as Director of the Company. Mr. Narendranath J. Baliga was an Alternate Director to
Mr. Raimar Jahn till 20th July, 2019 and was appointed as an Alternate Director to Mr. Dirk Bremm from 21st July, 2019.
In accordance with the provisions of Section 161 of the Companies Act, 2013, the shareholders of the Company have
approved the appointment of Mr. Dirk Bremm as a Director of the Company by way of Postal Ballot on 21st April, 2020.
Further, in accordance with the provisions of Section 161 (4) of the Companies Act, 2013, Mr. Dirk Bremm being eligible,
offers himself for re-appointment as Mr. Raimar Jahn, in whose place he has been appointed as a Director of the Company
would have retired by rotation at the 76th Annual General Meeting of the Company to be held on 6th August, 2020.
As required under the SEBI Listing Regulations, the profile of Director seeking re-appointment at the ensuing Annual
General Meeting is provided on page no. 55 in the Corporate Governance Report, forming part of this Annual Report.

Finance & Accounts


Your Company continued to optimize borrowings during the year by focusing on cash flows and working capital
management. Your Company availed of alternative funding options such as Commercial Papers, Trade Financing,
Inter-Corporate Deposits from BASF Group Companies, etc., to ensure efficiency in its borrowing costs.
Your Company follows a prudent financing policy and aims to maintain optimum financial gearing at all times. Your
Company’s debt equity ratio was 0.5 as at 31st March, 2020.

Capital Expenditure
Capital expenditure incurred during the year aggregated to Rs. 726.9 million.

Credit Rating
The credit rating awarded to your Company by CRISIL on its long term & short-term debt programs is ‘CRISIL AAA
under “Rating Watch with Negative Implications”. The ratings on the Fixed Deposits and Commercial Paper have been
reaffirmed at ‘FAAA/Stable’ and ‘CRISIL A1+’, respectively.
Further, India Ratings and Research Private Limited has maintained a credit rating of “IND A1+” for the Commercial
Paper Programme of Rs. 7,500 million. Instruments with these ratings are considered to have the highest degree of
safety regarding timely servicing of financial obligations & carry lower credit risk.

6 Annual Report 2019-2020


Fixed Deposits
During the year, your Company has not invited, accepted or renewed any fixed deposits from the public and accordingly,
there is no principal or interest outstanding in respect thereof.

Management Discussion and Analysis Report


In terms of SEBI Listing Regulations, the Management Discussion and Analysis Report is appended to this Report.

Corporate Governance
Your Company is committed to maintain the highest standards of Corporate Governance and has complied with the
Corporate Governance requirements as per SEBI Listing Regulations.

A separate report on Corporate Governance as stipulated under SEBI Listing Regulations along with a Certificate of
Compliance from the Statutory Auditors, forms part of this Annual Report.

Corporate Social Responsibility


As required under the provisions of the Companies Act, 2013, the Board of Directors of your Company constituted a
Corporate Social Responsibility (CSR) Committee on 30th April, 2013.
Mr. Arun Bewoor, Mr. R. A. Shah, Independent Non-Executive Directors and Mr. Rajesh Naik, Whole-time Director are
presently the members of the CSR Committee.

Mr. Pradeep Chandan, Director – Legal, General Counsel (South Asia) & Company Secretary is the Secretary of the
CSR Committee.

The CSR Committee has formulated the CSR Policy and has recommended the activities to be undertaken by the
Company as specified under Schedule VII of the Companies Act, 2013.

During the year under review, your Company was required to spend an amount of Rs. 1.3 million on CSR activities.
However, in order to maintain project sustainability, the Board of Directors of your Company decided to spend an amount
of Rs. 1.5 million towards CSR activities.

Your Company undertook CSR activities mainly in the areas of Water, Sanitation and Hygiene (WASH) including
conduct of various behavioural change programs and impact assessment, details of which are provided in Annexure I
of this Report.

Business Responsibility Report


Regulation 34(2) of the SEBI Listing Regulations, inter alia, provides that the Annual Report of the top 500 listed entities
based on market capitalization, should include a Business Responsibility Report (“BRR”).

Your Company, being among the top 500 listed entities, has included BRR as part of this Report as Annexure II,
describing the initiatives taken by the Company from an environmental, social and governance perspective.

The BRR for the financial year 2019-2020 has also been hosted on the Company’s website, which can be accessed at
www.basf.com/in

Vigil Mechanism
Your Company has established a Whistle Blower Policy for employees, Directors and third parties to report their genuine
concerns, details of which have been given in the Corporate Governance Report annexed to this Report. This policy is
available on the Company’s website and can be accessed at: http://bit.do/basfwhistleblowerpolicy

Directors’ Responsibility Statement


Your Directors confirm that:

(i) in the preparation of the annual accounts, the applicable accounting standards have been followed;
(ii) they have selected such accounting policies and applied them consistently and made judgments and estimates that
are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of
the financial year ended 31st March, 2020 and of the profit of the Company for that period;
(iii) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with
the provisions of the Companies Act, 2013, for safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;
(iv) they have prepared the annual accounts on a going concern basis;

BASF India Limited 7


(v) they have laid down internal financial controls to be followed by the Company and such internal financial controls
are adequate and operating effectively; and
(vi) they have devised proper systems to ensure compliance with the provisions of all applicable laws and such systems
are adequate and operating effectively.

Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo
Information pursuant to Section 134(3)(m) of the Companies Act, 2013 read with sub-rule 3 of Rule 8 of the Companies
(Accounts) Rules, 2014, forms part of this Report as Annexure III.

Performance Evaluation
Pursuant to the provisions of the Companies Act, 2013 and SEBI Listing Regulations, the Company has devised a
policy containing criteria for evaluating the performance of the Executive, Non-Executive and Independent Non-Executive
Directors, Key Managerial Personnel, Board and its Committees based on the recommendation of the Nomination &
Remuneration Committee. Feedback was sought by way of a structured questionnaire covering various aspects of the
Board’s functioning, such as adequacy of the composition of the Board and its Committees, Board culture, execution and
performance of specific duties, obligations and governance. The manner in which the evaluation has been carried out is
explained on page no. 51 in the Corporate Governance Report, forming part of this Annual Report.

Policy on Directors’ appointment and remuneration


The policy on Directors’ appointment and remuneration including the criteria for determining the qualifications, positive
attributes, independence of a Director and other matters provided under Section 178(3) of the Companies Act, 2013,
forms part of the Nomination & Remuneration Policy of the Company. This policy is available on the Company’s website
and can be accessed at: http://bit.do/basfnrc

Auditors
M/s. Price Waterhouse Chartered Accountants LLP (Registration No. 012754N/N500016), Mumbai, have been appointed
as Statutory Auditors of the Company for a period of 5 years at the Annual General Meeting held on 28th September, 2017
i.e. upto the conclusion of the Annual General Meeting to be held in the calendar year 2022. They have confirmed to the
Company that they are not disqualified from continuing to act as Statutory Auditors of the Company.

Secretarial Audit
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, the Company had appointed M/s. H S Associates, Practicing
Company Secretaries, Mumbai (C.P. 1483), to conduct the Secretarial Audit of the Company for the financial year 2019-
2020 and to furnish the report to the Board. The Secretarial Audit Report dated 22nd May, 2020 forms part of this Report
as Annexure IV.

Auditors’ Report & Secretarial Audit Report


There are no qualifications/reservations placed by the Statutory Auditor and the Secretarial Auditor in their respective
Reports for the financial year ended 31st March, 2020.

Cost Audit
The Board of Directors, in pursuance of Section 148 of the Companies Act, 2013, have appointed M/s. R. Nanabhoy &
Co., Cost Accountants, Mumbai, having Registration No. 000010, for conducting the audit of the cost accounting records
maintained by the Company for the financial year 2020-2021. They have confirmed that their appointment is within the
limits of Section 141(3)(g) of the Companies Act, 2013 and that they are not disqualified from acting as Cost Auditors.

Composition of the Audit Committee


As required by Section 177(8) read with Section 134(3) of the Companies Act, 2013 and the Rules framed thereunder,
the composition of the Audit Committee is in line with the provisions of the Companies Act, 2013 and SEBI Listing
Regulations, details of which are provided on page nos. 49 and 50 of the Corporate Governance Report, forming part
of this Annual Report.

Related Party Transactions


All related party transactions that were entered into by the Company during the financial year were on arms’ length basis.
There are no materially significant related party transactions entered into by the Company with its Promoters, Directors,
Key Managerial Personnel or other Related Parties, which may have a potential conflict with the interest of the Company
at large.

8 Annual Report 2019-2020


All related party transactions are placed before the Audit Committee for its approval. Prior omnibus approval of the Audit
Committee is obtained for transactions, which are repetitive in nature. A statement giving details of all related party
transactions is placed before the Audit Committee and the Board of Directors for their approval on a quarterly basis.
The policy on Related Party Transactions, as approved by the Board, is available on the Company’s website and can be
accessed at: http://bit.do/basffrptpolicy
Your Directors draw the attention of the shareholders to Note No. 45 of the Financial Statements, which sets out related
party disclosures under the Indian Accounting Standards (IND AS).
Further, the disclosures as required under Section 134(3)(h) of the Companies Act, 2013 in Form AOC–2, form part of
this Report, as Annexure V.
Particulars of loans, guarantees or investments under Section 186 of the Companies Act, 2013
The Company has not provided any loan to any person or body corporate or given any guarantee or provided security
in connection with such loan or made any investment in the securities of any body corporate pursuant to Section 186 of
the Companies Act, 2013.
Extract of Annual Return
The extract of the Annual Return in Form MGT-9 is available on the Company’s website and can be accessed
at: www.basf.com/in
Particulars of Employees
The particulars of employees required to be furnished pursuant to Section 197(12) of the Companies Act, 2013
read with sub-rules 2 and 3 of Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014 as amended, forms part of this Report as Annexure VI. However, as per the provisions of Section 136 of
the Companies Act, 2013, read with sub-rules 2 and 3 of Rule 5 of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, the Annual Report excluding the statement of particulars of employees, is
being sent to all the shareholders of the Company. Any shareholder interested in obtaining a copy of the said
statement may write to the Company Secretary at the Registered Office of the Company and/or by way of an e-mail
at [email protected] or [email protected].
Prevention of sexual harassment at the Workplace
Your Company gives prime importance to the dignity and respect of its employees irrespective of their gender or hierarchy
and expects responsible conduct and behaviour on the part of employees at all levels. Providing a safe and congenial
work environment for all employees is an integral part of the Company's Code of Conduct.
As per the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal)
Act, 2013 and the Rules made thereunder, your Company has adopted a Policy for Prevention of Sexual Harassment at
Workplace and has constituted an Internal Committee (IC). The names of the Committee Members are displayed on the
notice board in each office. All employees as well as contract staff and trainees are covered by this policy. Allegations
of sexual harassment reported are expeditiously and discreetly investigated and disciplinary action, if required, is taken
in accordance with the policy.
There was no complaint of sexual harassment received during the financial year 2019-2020.
Training programs on prevention of sexual harassment at the workplace are also conducted at regular intervals. During
the year under report, your Company conducted awareness programmes on the policy for the employees. Your Company
had also rolled out an e-learning module to sensitize & create awareness amongst the employees of the Company on
prevention of sexual harassment.
Risk Management
Your Company has in place a mechanism to inform the Board about the risk assessment and minimization procedures
and undertakes periodical review of the same to ensure that the risks are identified and controlled by means of a properly
defined framework. In the Board’s view, there are no material risks, which may threaten the existence of the Company.
Securities and Exchange Board of India (SEBI) vide its notification dated 9th May, 2018 had amended the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 which mandates top 500 listed entities based on market
capitalization as at the end of the immediate previous financial year, to constitute a Risk Management Committee
comprising of majority of the members of the Board of Directors of the Company with effect from 1st April, 2019.

In view of the above and being one of such top 500 listed entities, the Board of Directors of the Company at their
Board Meeting held on 28th March 2019 constituted the Risk Management Committee of the Company with effect from
1st April, 2019. The details about the Risk Management Committee have been provided in the Corporate Governance
section of the Annual Report.

BASF India Limited 9


Internal Financial Control Systems and their adequacy

Your Company has policies and procedures for ensuring the orderly and efficient conduct of its business, including
adherence to the Company’s policies, safeguarding of its assets, prevention and detection of frauds and errors, the
accuracy and completeness of the accounting records and the timely preparation of reliable financial information.
Additional details on Internal Financial Controls and their adequacy are provided in the Management Discussion and
Analysis Report, forming part of this Annual Report.

Significant and material orders passed by Regulators or Courts


Certain litigations pending with Regulators or Courts have been disclosed as Contingent Liabilities in note no. 35 of the
notes to the financial statements for the year ended 31st March, 2020. There are no other significant and material orders
passed by the Regulators / Courts. The going concern status of the Company is not impacted.

Material changes and commitments affecting the financial position of the Company
The COVID-19 pandemic has severely disrupted business operations due to nation-wide lockdown and other emergency
measures imposed by the Central & State Governments. The operations of the Company were impacted due to shutdown
of plants and offices following the nation-wide lockdown. The Company continues with its operations in a phased manner
in line with the directives from Central & State Governments & local authorities.

The Company has evaluated the impact of this pandemic on its business operations, liquidity and financial position
and based on management's review of current indicators and economic conditions, there is no material impact on its
financial results as at 31st March, 2020. However, the impact assessment of COVID-19 is a continuing process given
the uncertainties associated with its nature & duration and accordingly the impact may be different from that estimated
as at the date of approval of the Audited Financial Statements for the financial year ended 31st March, 2020. The
Company will continue to monitor any material changes to future economic conditions.

Board Meetings
Six Board Meetings were held during the financial year 2019-2020 on the following dates:

(1) 30th April, 2019 (2) 6th June, 2019


(3) 19th July, 2019 (4) 6th August, 2019
(5) 7 November, 2019
th
(6) 11th February, 2020

Declaration of Independence
The Company has received declarations from all the Independent Non-Executive Directors of the Company confirming
that they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 and the
SEBI Listing Regulations as amended.

Employee Relations
Your Directors place on record their sincere appreciation of the contribution made by the employees at all levels to the
growth of the Company. Industrial Relations at all our manufacturing sites remained cordial.

Acknowledgments
The Board of Directors take this opportunity to thank BASF SE, Germany and all other stakeholders including customers,
suppliers, bankers, business partners / associates, Central and State Governments, Regulatory Authorities and the
society at large for their consistent support and co-operation to the Company. Your Directors thank the shareholders and
investors for their confidence in the Company.

On behalf of the Board of Directors


For BASF India Limited

PRADIP P. SHAH NARAYAN KRISHNAMOHAN


Chairman Managing Director
(DIN: 00066242) (DIN: 08350849)
Mumbai
Dated : 10th July, 2020

10 Annual Report 2019-2020


Annexure I
Annual Report on CSR activities
1. A brief outline of the Company’s In line with the CSR Policy and Schedule VII of the Companies Act, 2013,
CSR policy, including overview of the CSR Committee has outlined the activities to be undertaken by the
projects or programs undertaken Company.
and a reference to the web-link to
The Company continues to undertake community initiatives and projects
the CSR policy.
under the theme of Water, Sanitation and Hygiene (WASH) around its
manufacturing sites at Dahej and Mangalore.

In the financial year 2019-2020, the Company has started constructing


10 household toilets at Dahej and conducted a series of awareness programs
on sanitation and use of toilets to bring about a change in entrenched
behaviour.

Further, to get a deeper understanding of the impact of CSR activities


conducted over the last 5 years at Dahej, the Company is also conducting
an impact assessment study. The results will enable planning of the next
course of action.

At Mangalore, the Company is building one community toilet at Mahalakshmi


Nagara, Uchilla, which would benefit the local fisherman community.

The CSR Policy of the Company is available on the Company’s website and
can be accessed at http://bit.do/basfcsrpolicy

2. Present Composition of the CSR Mr. Arun Bewoor, Chairman (Independent Director)
Committee.
Mr. R. A. Shah (Independent Director)
Mr. Rajesh Naik (Whole-time Director)
Mr. Pradeep Chandan (Secretary of the Committee)

3. Average net profit of the Company Rs. 62.6 million


for the last three financial years

4. Prescribed CSR Expenditure (two Rs. 1.3 million


percent of the amount as shown
in item 3 above)

5. Details of CSR spent during the


financial year:

(1) 
Total amount spent for the Rs. 1.5 million (The Company was required to mandatorily spend an amount
Financial Year of Rs. 1.3 million on CSR. However, in order to maintain project sustainability,
the Board of Directors decided to spend Rs. 1.5 million on CSR activities
during the financial year 2019-2020)

(2) Amount unspent, if any; Nil

(3) Manner in which the amount Refer table on page no. 12 of this Report
spent during the financial year

BASF India Limited 11


Details of CSR Amount Spent
(Rs. in million)

Sr. CSR Project or Sector in Projects or Amount Amount spent on the Cumulative Amount spent:
No. Activity identified which the project programs Outlay projects or programs expenditure Direct or through
is covered 1) Local area or (budget) upto the implementing
Direct Overheads
other project or reporting agency
expenditure
program wise period
2) Specify the on projects
State and or programs
district where
projects or
programs were
undertaken

1. Construction of toilets* WASH (Water, Village Dahej, 0.4 0.4 0.0 0.4 Sulabh Sanitation
2. Behavioural change Sanitation and District Bharuch, 0.2 0.2 0.0 0.2 Mission
programs Hygiene) Gujarat Foundation
3. Impact assessment 0.3 0.3 0.0 0.3 Beehive
study Communications
Total CSR amount spent in Dahej 0.9 0.9 0.0 0.9

1. Construction of WASH (Water, Mahalakshmi 0.6 0.6 0.0 0.6 Leaf Society
community toilet** Sanitation and Nagara, Uchilla,
Hygiene) Mangalore
Total CSR amount spent in Mangalore 0.6 0.6 0.0 0.6

Total CSR amount spent 1.5 1.5 0.0 1.5

* Necessary approvals for construction of household toilets at Dahej has been obtained by Sulabh Sanitation & the construction
has been initiated. Completion of construction of all toilets is expected by September 2020.
** Completion of construction of community toilet by LEAF Society is expected by August, 2020.

We hereby affirm that the CSR Policy, as approved by the Board, has been implemented and the CSR Committee
monitors the implementation of the CSR Projects and activities in compliance with our CSR objectives.

ARUN BEWOOR NARAYAN KRISHNAMOHAN


Chairman, CSR Committee Managing Director
(DIN: 00024276) (DIN: 08350849)
Mumbai
Dated : 10th July, 2020

Seen in the image is the inauguration of a toilet facility as part of WASH program at Govt. Higher Primary School, Baikampady in Mangalore.

12 Annual Report 2019-2020


Annexure II
Business Responsibility Report
SECTION A: GENERAL INFORMATION ABOUT THE COMPANY

Sr. No. Particulars / Activities Details

1. Corporate Identification Number (CIN) L33112MH1943FLC003972


of the Company

2. Name of the Company BASF INDIA LIMITED

3. Registered office address The Capital, ‘A’-wing, 1204-C, 12th Floor, Plot No. C-70,
‘G’ – Block, Bandra Kurla Complex, Bandra (East),
Mumbai - 400051.

4. Website www.basf.com/in

5. E-mail ID [email protected]

6. Financial Year reported 2019-2020

7. Sector(s) that the Company is engaged in Manufacture and sale of chemicals & chemical products
(industrial activity code-wise)
Product NIC Code

Chemicals & Chemical Chapter 25 to 40 20


Products of ITC (HS) Code

8. List three key products/services that the 1) Cellasto® NVH


Company manufactures/provides 2) Texapon N 701 GT
3) Acronal IN 004 AP

9. Total number of locations where business


activity is undertaken by the Company:

i. Number of International Locations Nil

ii. Number of National Locations The Company has 7 manufacturing sites and 13 offices all
over India as on 31st March, 2020.

10. Markets served by the Company The Company serves national and international markets

SECTION B: FINANCIAL DETAILS OF THE COMPANY

Sr. No. Particulars / Activities Details

1. Paid up Capital Rs. 432.9 million

2. Revenue from Operations Rs. 75,510.5 million

3. Total Profit after taxes Rs. 185.1 million

4. Total spending on Corporate Social Rs. 1.5 million (The Company was required to mandatorily
Responsibility (CSR) as percentage of profit spend an amount of Rs. 1.3 million on CSR. However, in
after tax (%) order to maintain project sustainability, the Board of Directors
decided to spend Rs. 1.5 million on CSR activities during the
financial year 2019-2020)

5. List of activities in which expenditure in Water, Sanitation and Hygiene.


point 4 above has been incurred

BASF India Limited 13


SECTION C: OTHER DETAILS
1. Does the Company have any Subsidiary Company / Companies? – No

2. Do the Subsidiary Company / Companies participate in the BR Initiatives of the parent Company? If yes, then indicate
the number of such subsidiary Company(s) – Not Applicable

3. Do any other entity / entities (e.g. suppliers, distributors etc.) that the Company does business with participate in the
BR initiatives of the Company? If yes, then indicate the percentage of such entity / entities?
The Company encourages its suppliers, dealers, partners and other stakeholders to support various initiatives taken
by the Company towards its business responsibility.

SECTION D: BUSINESS RESPONSIBILITY (BR) INFORMATION


1. Details of Director / Directors responsible for BR
a) Details of the Director responsible for implementation of the BR policy / policies
• Name : Mr. Narayan Krishnamohan
• Designation : Managing Director

b) Details of the BR head:

Sr. No. Particulars Details

1. DIN Number 08350849

2. Name Mr. Narayan Krishnamohan

3. Designation Managing Director

4. Telephone number 022-67127600

5. E-mail ID [email protected]

On World Environment Day in June 2019, the Construction Chemicals team at Turbhe undertook a tree plantation
campaign in line with the global theme of "Air Pollution - take action".

14 Annual Report 2019-2020


2. Principle-wise (as per National Voluntary Guidelines) BR Policy / policies

Sr. No. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9


1. Whether the Company has policies for each of
Yes Yes Yes Yes Yes Yes Yes Yes Yes
the 9 Principles?
2. Whether the policies have been formulated in
Yes
consultation with the relevant stakeholders?
3. Whether the policies conform to any national / Most of the principles are covered by our Code
international standards? If yes, specify? of Conduct which is in line with national and
international standards and practices such as
Universal Declaration of Human Rights, the OECD
Guidelines for Multinational Enterprises and the
International Labour Organisation (ILO) Tripartite
Declaration of Principles concerning Multinational
Enterprises and Social Policy.
4. Whether the policies are being approved by the Key policies are formulated at BASF Group level in
Board? If yes, has it been signed by MD / CEO / Germany. The policies are then adopted & implemented
or any Director? by the Company in line with the local legislations &
corporate guidelines. Policies/guidelines pertaining to
local laws and systems are approved by the Board and
signed by the relevant senior management personnel,
including the Managing Director.
5. Does the Company have a specified Committee The Company has a Committee for Corporate Social
of the Board / Director / Official to oversee the Responsibility. For other policies, the Company
implementation of the policies? has put in place internal framework / Committees to
monitor their implementation from time to time.
6. Indicate the link for the policies to be viewed The Company’s CSR Policy is available at
online. http://on.basf.com/csr-policy
All other policies are available on the Company’s
internal network.
7. Whether the policies have been formally All the policies have been communicated and are
communicated to all relevant internal and available on the internal network for the internal
external stakeholders? stakeholders. Policies communicated to external
stakeholders are available on Company’s website
www.basf.com/in
8. Whether the Company has an in-house There is an in-house structure to implement the
structure to implement the policy / policies. policies.
9. Whether the Company has a grievance In order to ensure integrity and transparency of
redressal mechanism related to the policy  / business processes, the Company has established a
policies to address stakeholders’ grievances hotline to facilitate reporting of any non-compliance
related to the policy / policies? or violation of the Company’s Code of Conduct. The
Company also has a Stakeholders’ Relationship
Committee to redress grievances of investors. An
Internal Committee has also been constituted at
each establishment of the Company to investigate
complaints of sexual harassment, if any.
10. Has the Company carried out independent The Company’s policies / guidelines and procedures
audit/evaluation of the working of this policy by are audited by the Company’s Internal as well as the
an internal or external agency? BASF Group’s Auditors.

2a. If answer to Sr. No. 1 against any principle, is ‘No’, please explain why: Not Applicable.
3. Governance related to BR:
• Indicate the frequency with which the Board of Directors, Committee of the Board or CEO assess the BR
performance of the Company.
The BR performance is reviewed annually by the Board of Directors of the Company.
• Does the Company publish a BR or a Sustainability Report? What is the hyperlink for viewing this report? How
frequently it is published?
The Company publishes the Business Responsibility Report as a part of the Annual Report of the Company.
The Report can be viewed on the website of the Company www.basf.com/in

BASF India Limited 15


SECTION E: PRINCIPLE-WISE PERFORMANCE
Principle 1: Businesses should conduct and govern themselves with Ethics, Transparency and Accountability
1. Does the policy relating to ethics, bribery and corruption cover only the Company? Does it extend to the Group / Joint
Ventures / Suppliers / Contractors/ NGOs / Others?
The Company strives to adhere to the highest standards of integrity and behaviour and ensure compliance
as well as adherence to the law and internal policies through its compliance systems. The Company has zero
tolerance for corruption and violation of the principles of fair competition. The Company has adopted BASF's Code
of Conduct, which details the minimum applicable ethical and responsible business practices for its employees.
Both new and existing suppliers are selected and evaluated not only based on economic criteria, but also
on environmental, social and corporate governance standards. The Company’s Supplier Code of Conduct is founded
on internationally recognized guidelines, such as the principles of the United Nations’ Global Compact, the International
Labour Organization (ILO) conventions and the topic areas of the Responsible Care® Initiative. The Code of
Conduct, inter alia, covers compliance with human rights, labour & social standards, anti-discrimination, conflict
of interest and anti-corruption policies in addition to protecting the environment, health and safety.

2. 
How many stakeholder complaints have been received in the past financial year and what percentage was
satisfactorily resolved by the management? If so, provide details thereof.
There was no stakeholder complaint received during the financial year 2019-2020.

Principle 2: Businesses should provide goods and services that are safe and contribute to sustainability
throughout their life cycle
1. List upto 3 of the Company’s products or services whose design has incorporated social or environmental concerns,
risks and / or opportunities.

2. For each such product, provide the following details in respect of resource use (energy, water, raw material etc.) per
unit of product (optional):
a) Reduction during sourcing / production / distribution achieved since the previous year throughout the value chain?
b) Reduction during usage by consumers (energy, water) has been achieved since the previous year?

i) Propionic Acid – A key ingredient for Food & Feed Industry


The storage of food grains and animal feeds is a big concern for farmers as it needs to be protected from
the attack of fungus and molds. Propionic acid and its salts protect the grains and feeds from fungal attack
and preserve the foods and feed for a long period of time. The calcium salts of propionic acid act as a
preservative for bakery industry e.g. breads are protected from any fungal and mold attack for long time in
hot and humid condition. The salts of propionic acid are also used in poultry industry and aqua culture to
protect & preserve the feeds used in this segment. Hence, Propionic acid is one of the key chemicals which
helps to sustain the food and feed industry and its value chain to improve the food security.

ii) Pyrrolidine – Key Starting Material (KSM) for Active Pharma Ingredients (API)
The rapid increase of cardiovascular disease related deaths are a great concern for medical community
in the world. To reduce the impact of this, the pharmaceutical industry has developed statin types of API.
One of the statins, called Simvastatin, has been found very effective in fighting against this deadly disease.
Pyrrolidine is one the important chemicals which is used to produce this critical API (Simvastatin). It acts as
key starting material of the drug where the total API is built up. BASF has been manufacturing this chemical
(Pyrrolidine) through most efficient processes for more than twenty years to support the production of this
key statin drug, thereby helping millions of people around the world to keep them healthy.

iii) 
Isononyl Chloride – A chemical which helps to make healthy and sustainable personal care
product
With rapid changes in lifestyle, focus on hygiene and consequent improvement in use of personal care
products, there is a robust demand for personal care products. In this industry segment, in antidandruff
shampoos ZPT / ZPTO (Zinc Pyrithione / Zinc Pyrithione Oxide) is used as a bactericide and as an
antifungal agent to reduce dandruff growth in the scalp. However, in recent studies, it has been found that
both the products (ZPT / ZPTO) are carcinogenic in nature and its use in personal care application may not
be good in the long run. In this context, a new ingredient, called Piroctone Olamine has been found to be a
very good replacement of ZPT/ZPTO. BASF manufactures Isononyl Chloride, which is the key raw material
to produce Piroctone Olamine. With this new development, BASF is also helping the personal care industry
to switch to products which are cleaner, healthier and sustainable.

16 Annual Report 2019-2020


iv) Single Coat Metallic Paint System
The automotive sector is always on the lookout for cost and process effective innovations that can help
them produce vehicles faster with significant cost reductions during manufacturing. As automakers continue
to optimize their paint shops, BASF works closely with them, to create new innovations and processes.
BASF’s Automotive Coatings Team collaborated with a leading two-wheeler manufacturer in India, to replace
the conventional two-coat metallic base coat with a single-coat metallic paint system. This new system
helps to produce two wheelers in shorter time without compromising on the aesthetics and durability of the
end quality of the paint system by eliminating one paint station, which results in cost savings by reducing
power consumption, manpower and material. Since the overall paint spray is reduced, emissions of volatile
organic compounds are also reduced.

v) MasterLife CI 220- Dual Mechanism Corrosion Inhibiting Admixture


Durable concrete is one of the increasing demands by engineers and developers for their valuable civil
engineering structures in today’s aggressive environment. This is aimed at increasing service life of structure
with lowest possible repair and maintenance cost. Durability concerns of reinforced concrete structure
includes corrosion, sulphate resistance, alkali-aggregate reactivity and shrinkage. To meet up challenges of
concrete construction industry, your Company has developed and introduced various speciality chemicals.
MasterLife CI 220- A corrosion inhibiting admixture is one of such durability enhancing admixture.
MasterLife CI 220 is one such state of the product with dual mechanism which is destined to serve the
purpose of enhanced durability. Its uncomplicated application of being admixed during the concrete mixing
makes it extremely user friendly. Bi-Polar nature not only passivates the reinforcements (which corrodes),
but also reduces the entry path of sulphides, oxygen and carbon dioxides. The corrosion inhibitor makes
the structure internally stable to fight corrosion.
vi) MasterSeal 7000 CR
Waterproofing and concrete protection system with a unique combination of application and performance
properties meet the challenges of aggressive wastewater environments. The performance-proven MasterSeal
7000 CR system significantly extends the life cycle of concrete structures.
It's fast and easy application by rolling or spray, as well as its excellent curing properties allow the efficient,
safe and continuous operation of wastewater treatment infrastructures.
The concrete infrastructure of wastewater treatment systems is subject to complex physical and chemical
corrosion processes. Uncoated concrete is particularly susceptible to so-called biogenic sulfuric acid
corrosion leading to structural concrete damages.
This solution from your Company helps the customers avoid two separate treatments, waterproofing and
then protection from chemicals, with one product, which saves time during application and gives better life
expectancy for the structures.
Being a moisture tolerant product, it helps the applicators to install it even on a newly constructed structure
or in a functioning waste water unit with limited shutdown period unlike the existing solutions.

vii) Fatty Alochol Ethoxylates & SMCA


Fatty alcohol ethoxylates are used to produce primary surfactants & SMCA is used to produce secondary
surfactants. Local sourcing helped the business to bring in raw materials at a competitive price by lowering
logistics cost, reduced inventory costs besides shorter lead time, thereby in turn supporting the business
to position the product aggressively in the commodity surfactants market and gain significant market share.
Sourcing of local ethoxylates increased by 8% over 2018, helping your Company to negotiate & make raw
materials available at competitive market price. This resulted in 17% higher sales of SLES 2 moles (sodium
salt of lauryl alcohol ethoxy sulfate containing an average of 2 moles of ethylene oxide) in the year 2019.

3. 
Does the Company have procedures in place for sustainable sourcing (including transportation)? If yes, what
percentage of your inputs was sourced sustainably? Also, provide details thereof.
• The Company had conducted EHS (Environment, Health and Safety) audits for several years. Currently, the
Company is focusing on TfS (Together for Sustainability) assessments and audits conducted by third party. Through
these audits, it is ensured that the supplier implements and follows sustainability practices (Environmental,
Safety and Governance Guidelines – ESG Guidelines). The Company provides recommendations to suppliers
wherever improvements are needed and monitors their implementation. The Company has completed 54 online
assessments and 18 audits in the last three years through Ecovadis, a third party, and the report is shared with
suppliers.
• 
BASF SE, Germany has partnered in the world’s first sustainable castor bean program "Pragati" along
with Arkema, Jayant Agro and Solidaridad. Castor beans play an important role in the chemical industry
where castor oil and derivates are used as raw material in the production of plastics, coatings, paints and
pharmaceuticals. Almost 80% of the world’s supply of castor seed is produced in India. However, castor
production struggles with issues of low productivity, non-availability of certified seeds, price pressure,
post-harvest handling, etc. In order to address these challenges and ensuring sustainable sourcing of castor,

BASF India Limited 17


Project Pragati was launched with the aim of improving the economic situation of castor farmers and their
workers in India and creating awareness on cultivating castor beans ecologically. Farmers are trained and
audited based on the developed code - ‘SuCCESS’ (Sustainable Castor Caring for Environmental & Social
Standards). The goal is to optimize their yields, reduce the impact on the environment and be able to offer
certified castor oil to the global market. Around 3000 castor farmers have been certified under Project Pragati.
• The Company re-uses the packaging materials (IBC, drums etc.) and also recovers the solvents for re-use,
wherever possible. For instance, at the Company’s Mangalore site, the Intermediate Bulk Containers (IBC)
are cleaned and re-used. The Company has adopted many modes of transportation, which are green and low
emission modes (contributing to reduction of the carbon foot print). The Company has started use of multi-
modal transport (road, rail and sea) for transporting goods within the country in addition to the Roll-on / Roll-off
(RORO) model. The Company also uses coastal shipping for transporting hazardous chemicals, which is less
polluting than road transportation and minimizes the risk of accidents.
• The Company is a member of NicerGlobe, an independent platform founded by Indian Chemical Council, which
provides real-time monitoring of the movement of dangerous goods across the length and breadth of India.
This helps in monitoring any deviations in speed or route or driving time restrictions, which results in minimizing
transport related incidents. Apart from this, almost all the filled containers being transported by road are enabled
with GPS for real-time monitoring. The launch of a Supply Chain Portal by the Company enables reduction in
the man hours spent on tracking shipments, while ensuring that the customers get real time updates. The portal
enables end to end visibility for all full truck load shipments via the Cloud and GPS.

4. Has the Company taken any steps to procure goods and services from local & small producers, including communities
surrounding their place of work? If yes, what steps have been taken to improve the capacity and capability of local
and small vendors?

The Company is promoting localization by which imported raw materials are sought to be substituted with locally
manufactured raw materials, wherever possible, subject to their meeting required specifications, quality & cost.
With this initiative, the Company has been helping local suppliers in the Indian Chemical industry to compete in
the global market. Also, many of the Company’s packaging and service suppliers are in MSME (Micro, Small and
Medium Enterprise) category. The Company has been associated with more than 200 MSME suppliers over the
past three years.

5. Does the Company have a mechanism to re-cycle products and waste? If yes, what is the percentage of re-cycling
of products and waste. Also, provide details thereof.

The waste generated at the Company’s sites is being handled in accordance with the authorization issued by the
State Pollution Control Board. About 35% of the waste generated was sent to the cement industry and utilized as
co-fuel. 30% of the waste was sent to Pollution Control Board approved re-cyclers and the recovered materials were
re-used. 35% of the waste was sent to Pollution Control Board approved parties. Your Company’s site at Mangalore
has been certified for ISO 14001 Environment Management System, ISO 9001 Quality Management System,
ISO 50001 Energy Management System and IATF-16949 – for Coatings division. At the Company's Mangalore
production site, a water reservoir has been built to help reduction of effluent water load from plants to the Effluent
Treatment Plant and thereafter the re-cycled water is used for cooling towers and gardening inside the site.

Principle 3: Businesses should promote the well-being of all employees

Sr. No. Particulars Details

1. Total No. of employees 1502

2. Total No. of employees hired on temporary / contractual / casual basis 1638

3. No. of permanent women employees 128

4. No. of permanent employees with disabilities 0

5. Whether there are any employee associations that are recognized by management Refer Note below*

6. Percentage of permanent employees being members of this recognized employee 9.85%


association?

*B
 ASF believes in collective bargaining and social partnership as an important mechanism to engage with the employees.
The Company has adopted a constructive attitude towards co-operation with the workers’ authorized representatives. The Company
has engaged with trade unions at its manufacturing sites at Thane and Mangalore. Through continuous dialogue with these unions,
the Company strives to maintain cordial relationships with employees and work towards their welfare.

18 Annual Report 2019-2020


1. Please indicate the number of complaints relating to child labour, forced labour, involuntary labour, sexual harassment
in the last financial year and pending, as on the end of the financial year.
BASF has a governance structure in place to address complaints related to child labour, involuntary labour and
discrimination or harassment of any kind. The Code of Conduct of the Company guides its employees. There is an
Internal Committee constituted by the Company to address complaints relating to sexual harassment.

Sr. No. Category No. of No. of No. of


complaints complaints complaints
filed closed pending
1. Child labour / forced labour / involuntary labour Nil Nil Nil
2. Sexual harassment Nil Nil Nil
3. Discriminatory Employment Nil Nil Nil

2. What percentage of the Company’s employees were given safety & skill upgradation training in the last year?
Permanent Employees (100%):
At the Company’s manufacturing sites at Dahej and Mangalore, the Company had approximately 6.19 million and
0.54 million Safe Man Hours respectively.

The Company has a robust skill assessment program whereby employees at manufacturing sites are provided
skill training in line with the skill matrix, which is inclusive of generic skills such as Environment, Health & Safety
& Quality and specific skills in their area of domain expertise. Annually about 0.7% of annual hours are spent for
training. This training includes mandatory trainings, soft skills training & discipline specific training. Approx. 15,365
man hours of training was imparted to the Company’s employees (including contract staff) at the manufacturing sites.

The Company also conducts a week of Technical Academy Training wherein the employees are provided special
skill/working level skill training in class room sessions.

Permanent Women Employees (100%):

Training is planned and imparted based on the need identified in the Employee Development Plan and Performance
Appraisal. Training programmes are designed on the basis of common developmental needs.

Casual/Contractual Staff (95%):

About 95% of the casual / contract staff were imparted training in the area of environment, health & safety and also
domain training through the contractors.

Employee with Disabilities:

No such employee.

Further, the Company has also provided training to 81 trainees, including 43 women at its offices & manufacturing
sites under the National Employability Enhancement Mission (NEEM).

Principle 4: Businesses should respect the interest of, and be responsive towards all stakeholders, especially
those who are disadvantaged, vulnerable and marginalized
1. Has the Company mapped its internal and external stakeholders?
The Company has mapped its internal and external stakeholders in a structured way and carries out engagements
with its investors, employees, customers, suppliers, business partners, industry, etc. The Company identifies the
interest of internal stakeholders like permanent employees through engagement surveys and periodical reviews.
The external stakeholders are mapped through defined activities such as customer events, feedback events
(NPS) etc. The Company also reaches out to its external stakeholders on a regular basis through press releases,
quarterly newsletters and the Annual General Meeting. The Company also participates in events organised by trade
associations and contributes by providing inputs whenever required.

2. Out of the above, has the Company identified the disadvantaged, vulnerable & marginalized stakeholders?
The Company identifies marginalized and disadvantaged groups through need assessment and engagement with
local communities in and around the Company’s manufacturing sites under its Corporate Social Responsibility
(CSR) initiatives. The marginalized and disadvantaged communities the Company works with, include students from
low socio-economic backgrounds, women and communities who are deprived of adequate water, hygiene and
sanitation facilities.

BASF India Limited 19


3. Are there any special initiatives taken by the Company to engage with the disadvantaged vulnerable and marginalized
stakeholders? If so, provide details thereof.
The initiatives undertaken by the Company for the disadvantaged, vulnerable and marginalized stakeholders are
elaborated in Principle 8 and in the Annexure on CSR activities forming part of the Director’s Report for the year
ended 31st March, 2020.

Principle 5: Businesses should respect and promote human rights


1. Does the policy of the Company on human rights cover only the Company or extend to the Group / Joint Ventures / 
Suppliers / Contractors / NGOs / Others?
The Company acknowledges its responsibility to respect and support human rights. BASF Group observes the
principles of the following internationally recognized standards:
• United Nations Universal Declaration of Human Rights.
• International Covenant on Civil and Political Rights.
• International Covenant on Economic, Social and Cultural Rights.
• International Labour Organization’s (ILO) eight core labour standards.
• Tripartite Declaration of Principles concerning Multinational Enterprises and Social Policy.
• OECD Guidelines for Multinational Enterprises.
• Responsible Care Global Charter.
• Ten principles of the UN Global Compact.

As a founding member of the UN Global Compact, BASF Group strives to contribute to the protection and wider
recognition of human rights within the sphere of its influence. The Company also supports its suppliers and business
partners in their efforts to act in accordance with the internationally recognized standards.

2. How many stakeholder complaints have been received in the past financial year and what percent was satisfactorily
resolved by the management?
There were no stakeholder complaints received by the Company during the financial year 2019-2020.

Principle 6: Businesses should respect, promote, and make efforts to restore the environment
1. Does the policy related to Principle 6 cover only the Company or extends to the Group / Joint Ventures / Suppliers / 
Contractors / NGOs / others.
BASF Group creates chemistry for a sustainable future through its commitment to the principles of Responsible
Care® and innovation. The continuous improvement of safety, health, environment protection, energy and resources
efficiency and social responsibility is anchored in the strategy of the Company and underlines its philosophy in
conducting all its activities and dealings with third parties.

The Company has laid down policies, principles and standards, which all its manufacturing sites are required to
adhere to. As a global Company, BASF aims to achieve excellence in environment protection, health management
and safety across its businesses. The Company’s EHS Policy also specifies the EHS requirements to be observed
by its contractors & others.

The Indian Chemical Council (ICC) awarded the Company, the Aditya Birla Award for “Best Responsible Care
Committed Company” and also conferred the “ICC Award for Best Nicer Globe User Company” for commitment
towards transportation and distribution safety and for being in the fore front in leading and implementing the Nicer
Globe Initiative. The Company has also received Confederation of Indian Industry (CII) Pinnacle Award for Excellence
in Manufacturing in Environment Health and Safety category.

2. Does the Company have strategies / initiatives to address global environmental issues such as climate change,
global warming, etc.? If yes, please give hyperlink for webpage etc.
Under the new Corporate Strategy, BASF has set itself the goal of carbon-neutral growth – holding greenhouse gas
emissions constant while growing the business and constructing new sites. BASF commits to keep its greenhouse
gas emissions flat from now until 2030. In a business where almost 95% of products are derived from hydrocarbons,
this is an ambitious goal. To achieve this objective, BASF will improve the management, efficiency and integration
of its Plants and purchase a greater share of electricity from renewable energy sources.

20 Annual Report 2019-2020


BASF’s global goal is to achieve a 40% reduction in specific greenhouse gas emissions per ton of sales product in
the chemicals business by the year 2020, compared to the base year 2002. It is also intended to improve energy
efficiency by 35% in the same period.

BASF’s innovative products are helping to protect the climate. The Company has used sustainable raw materials in
many processes for a long time now and has a continuous program of research into new applications.

The Company's manufacturing site at Thane also took up the initiative of planting trees as well as saplings during
World Environment Day 2019.

Further, a collaborative effort of companies, governmental and non-governmental organizations as well as civil society
is necessary to address the global challenge of mismanaged plastic waste. BASF globally has joined a consortium
of 30 global companies as a co-founding member to form the Alliance to End Plastic Waste. The members have
committed with the goal of developing, deploying and bringing to scale solutions that will minimize and manage
plastic waste and promote post-use solutions. These can be re-cycling, re-use and re-purposing of plastic to keep it
out of the environment.

3. Does the Company identify and assess potential environmental risks?


All significant projects of the Company need to undergo Environmental Impact assessment. As part of ISO 14001,
production plants are required to undertake annual targets to reduce emissions, reduce consumption of resources
and improve efficiency of production process as a commitment to sustainable development.
4. Does the Company have any project related to Clean Development Mechanism? If so, provide details thereof. Also,
if yes, whether any environmental compliance report is filed?
Clean Development Mechanism (CDM) is one of the flexible mechanisms for the reduction of greenhouse gas
emissions as laid down in the Kyoto Protocol, in which the companies from industrialized and transitional countries
participate in emission reducing and quality projects and in doing so, acquire tradeable emission vouchers.
BASF Group initiated Clean Development Mechanism and Joint Implementation projects both for customers and
for its own plants and in this way supported customers who reduce greenhouse gas emissions by the use of BASF
products. These projects are based on BASF’s own catalyst technology for nitrous oxide decomposition in chemical
plants.
The Company does not have any Clean Development Mechanism Projects.
5. Has the Company undertaken any other initiatives on clean technology, energy efficiency, renewable energy, etc.?
If yes, please give hyperlink for web page etc.

i. Utilization of sludge from the Effluent Treatment Plant as a co-fuel in cement manufacturing:
The Company has been using the ETP (Effluent Treatment Plant) sludge as a co-fuel in the cement industry.
The Company has worked with the authorities & carried out extensive trials in the cement industry & obtained
their approval for its use.
The advantages of using this sludge are as follows:
• Net reduction in the greenhouse gas emission to the extent of 1 ton per ton of sludge co-incineration.
• There is no need to run the in-house Incinerator to incinerate the said ETP sludge thereby achieving
reduction in power consumption.
• The high calorific value of the sludge generates significant energy savings.
• All harmful constituents are completely destroyed in the cement kiln where the temperature is above
14000˚C.
• Conservation of fossil fuel by the cement industry.
ii. Bio Boiler:
The Company has installed a “Dynamically Air cooled Step grate” (DAS) technology Bio-mass Boiler of 6TPH
capacity at its Mangalore Plant with an investment of Rs. 100 million.
The project was initiated with the objective of reducing the steam generation cost and to decrease greenhouse
gas emissions in the atmosphere.
The fuel comprises of agricultural by-products in the form of briquettes with calorific value of 3500 Kcal
to 4100 Kcal.

BASF India Limited 21


The Bio-Boiler uses state-of-the-art technology and its operations are automated and controlled through two
levels of alarm signals to ensure safe operation.

The benefits of the Bio-Boiler are as follows:


• Reduction in steam cost by more than 20%
• Reduction in CHG emission by 2500 ton / annum
• Substantial reduction in SOx and NOx emissions
• Eco-friendly ash generation due to cleaner fuel
• Fully automated safety & control

iii. Energy Management System:


By 2020, BASF Group plans to introduce certified energy management system (DIN EN ISO 50,001) at all
relevant production sites.

iv. Renewable Energy:


The Company’s manufacturing site at Mangalore is meeting its electricity power demand with renewable solar
energy, which has helped to reduce carbon dioxide emission by 10,920 tons by using 15041 MWh of renewable
energy generated by the solar power plant instead of conventional sources.

6. Are the Emissions /  Waste generated by the Company within the permissible limits given by CPCB / SPCB for the
financial year being reported?
The Company’s emissions, effluents and wastes are within the permissible limits.

7. Number of show cause / legal notices received from CPCB / SPCB which are pending (i.e. not resolved to satisfaction)
as at the end of the financial year.
There were no show cause / legal notices received from Central and State Pollution Control Boards which are
pending as on 31st March, 2020.

Principle 7: Businesses when engaged in influencing public and regulatory policy, should do so in a responsible
manner
1. Whether the Company is a member of any trade and chamber or association? If yes, name those major ones that
your business deals with:
Some of the key trade / industry associations, of which the Company is a member are:
• Confederation of Indian Industry
• Federation of Indian Chamber of Commerce
• Global Compact Network
• Construction Chemicals Manufacturers Association
• Indian Concrete Institute
• Public Affairs Forum of India
• Bombay Chamber of Commerce & Industry
• Indian Chemical Council
• Indo German Chamber of Commerce
• CropLife India
• Indian Polyurethane Association
• Indian Compostable Polymer Association
• Dyestuff Manufacturers Association of India
• India World Business Council for Sustainable Development

22 Annual Report 2019-2020


2. Whether the Company has advocated / lobbied through above associations for the advancement or improvement of
public good? If yes, please specify the broad areas.
Through the membership of trade and industry associations, the Company makes efforts to further contribute
towards sustainable business issues. On issues related to environment under Swachh Bharat Abhiyan, the Company
has been focusing on use of compostable plastic as an alternative to plastic carry bags. In the area of solid waste
management, the Company has been advocating the use of compostable bags instead of virgin plastic bags for
conversion of perishable waste to manure by composting.
Under the aegis of ‘CropLife India’, the Company has been advocating faster introduction of pesticides using greener
chemistry. BASF has also encouraged use of catalytic converters in vehicles for pollution reduction as part of switch
over to BS VI norms.
Suggestions / recommendations on amendments in laws are also taken up through the Industry Associations for
submission to the concerned Ministry.
Lectures on various topics including Corporate Governance & Business Ethics are conducted for Management
students at the Indo-German Chamber of Commerce under the ‘Seminar Series of Indo German Training Centre’.
The Company actively promotes “Responsible Care” under EHS among chemical industries through Indian Chemical
Council. This includes safe, secure and efficient handling and transportation of chemicals.

Principle 8: Businesses should support inclusive growth and equitable development


1. Does the Company have specified programmes / initiatives / projects in pursuit of the policy related to Principle 8?
If yes, details thereof.
Inclusive growth and equitable development are essential to foster sustainable local development and uplift the
communities in which the Company operates. Through socio-economic, health and environment initiatives, the
Company leverages on its core-competencies to address the stakeholder needs. The Company’s CSR Policy meets
the compliance requirements under the Companies Act, 2013. The Company has undertaken various community
initiatives and projects under its CSR Programs, which are focussed on Water, Sanitation and Hygiene (WASH).
These programs are executed in and around the Company’s production sites at Dahej and Mangalore. The details
of the various programs / initiatives adopted by the Company are provided in the Annexure on CSR activities forming
part of the Directors’ Report of the Company for the financial year 2019-2020.
2. 
Are the programmes  / 
projects undertaken through in-house team/own foundation 
/ 
external NGO 
/ 
government
structures / any other Organisation?
The Company has its own in-house team which plans, monitors and governs the corporate social responsibility
initiatives/ projects of the Company. The Company partners with like-minded implementing Non-Government
Organizations (NGOs) such as Sulabh Sanitation Mission Foundation, New Delhi and Leadership through Education
& Action Foundation (LEAF), Chennai to implement the Company’s CSR initiatives.

Rajendra Velagala (Business Director- Agricultural Solutions at BASF) is the current Chairman of CropLife India and at the
39th Annual General Meeting of CropLife India (a non-profit oriented organization), headed a panel discussion on ‘Ensuring Quality
Inputs for Farmers’, sharing his thoughts on how partnerships can support government’s vision of doubling farmer's income.

BASF India Limited 23


3. Whether the Company has done any impact assessment of these initiatives?
The Company’s CSR initiatives are long term projects. The Company conducts need assessment studies before
initiating the projects. The outcome and the impact of each project is monitored and measured by the Company at
regular intervals along with its implementing partners. Further, the Company has engaged Beehive Communications
to conduct an assessment study to determine the overall impact of the CSR activities.

4. What is the Company’s direct contribution to community development projects — Amount in INR and the details of
the projects undertaken?
During the financial year 2019-2020, the Company was required to mandatorily spend an amount of Rs. 1.3 million
on CSR. However, in order to maintain project sustainability, the Board of Directors of the Company decided to
spend Rs. 1.5 million on CSR activities.
The details of the activities undertaken by the Company are given in the Annexure on CSR activities forming part
of the Directors’ Report for 2019-2020.
5. Whether the Company has taken steps to ensure that these community development initiatives are successfully
adopted by the community?
All CSR initiatives undertaken by the Company are planned, monitored and evaluated keeping in view the needs of
the communities. Efforts are made for driving sustainability with continued focus on the environment and resource
efficiency. The Company’s CSR activities are mainly in the areas of Water, Sanitation & Hygiene (WASH) and
Education. The Company has also used innovative and interactive techniques to create awareness amongst the
people about its programs. There has been special attention on programs which are designed to bring about
behavioral changes in the people specially with respect to sanitation facilities. The Company’s partners engage with
community leaders & other important stakeholders to ensure effective adoption by the community.
The Company has also been training farmers on various aspects of product stewardship and safety while dealing
with crop protection products. Since 2016, the Company has been conducting “Suraksha Hamesha” (‘Safety all
the time’) training programs for farmers in India. The program serves as a platform to help educate farmers and
spray men about the 9 steps of responsible use of crop protection products and personal protection measures. Using
tools such as safety films, posters and presentations, the team shares messages on important stewardship topics
including handling, usage, storage and disposal of crop protection products.
The key achievements of Suraksha Hamesha program are as follows:

Year Farmers covered Women farmers Spray men covered Participation


covered of agriculture
department officials
2019-2020 35,069 1,998 7,780 705

The Company’s Suraksha Hamesha program was honored with 2018 Agrow Award for Best Stewardship Program
by a panel of global industry experts in London.
The Company has been pioneering the cause of making innovative ‘Sanrakshan Kit’, which contains certified
personal protection equipment designed to meet the safety requirements of farmers and is made available to the
farmers at a subsidized price since many years. Your Company has continued with providing improved ‘Sanrakshan
kit’ in the year 2019-2020.
Since the year 2017, digital outreach on platforms like Facebook, WhatsApp and YouTube have been key focus
areas to create mass awareness about safe farming practices. The Company has developed an easy to understand
movie showcasing steps of responsible use of crop protection products and this film was viewed by more than
25 lakh viewers on various digital platforms.
Principle 9: Businesses should engage with and provide value to their customers and consumers in a responsible
manner
1. What percentage of customer complaints / consumer cases are pending as on 31st March, 2020?
~ 1% of the total customer complaints are pending as on 31st March, 2020 before various Courts in India.
2. Does the Company display product information on the product label, over and above what is mandated as per
local laws?
The Company adheres to all applicable laws and regulations on product labelling. Apart from the mandated
declarations, additional declarations relating to the safe handling & use of the products are made on the labels.
3. Is there any case filed by any stakeholder against the Company regarding unfair trade practices, irresponsible
advertising and / or anti-competitive behaviour during the last five years and pending as on end of financial year?
If so, provide details thereof.
No cases were filed by any stakeholders against the Company regarding unfair trade practices, irresponsible
advertising and / or anti-competitive behaviour during the last five years.

24 Annual Report 2019-2020


4. Whether the Company carried out any consumer survey / consumer satisfaction trends?
Customer survey from SCM perspective was carried out in the financial year 2016-17. The Company has also rolled
out NPS (Net Promoter System) to seek feedback and suggestions from customers.
Further, the Company has launched its first Creation Center in Mumbai which brings customers and BASF’s experts
together to transform conceptual ideas into creative solutions. The Creation Center is a great platform to explore
new ideas and future trends together with designers, engineers, developers and customers, thereby developing
innovative solutions to meet the growing market needs. Customers and industry people can explore materials, use
interactive digital tools and participate in ideation and material consultancy workshops. They also get access to trend
reports, material demonstrators and design events. Together with BASF experts, they seamlessly collaborate from
design development to advanced simulations through computer-aided engineering. Creation Center offers a wide
range of resources in unique collaborative spaces, to empower designers, engineers and developers to create new
products using BASF’s innovative material solutions and support the emerging design requirements of the market.

On behalf of the Board of Directors


For BASF India Limited

PRADIP P. SHAH NARAYAN KRISHNAMOHAN


Chairman Managing Director
(DIN: 00066242) (DIN:08350849)
Mumbai
Dated : 10th July, 2020

At the 5th India Mattress Tech Expo conducted in Bangalore, the Performance Materials business of your Company showcased various products including
CosyPUR® - an innovative and flexible foam that can be used in the pillow and mattress industry. Through the event, the team was able to create brand
awareness in the luxury bedding space.

BASF India Limited 25


Annexure III
Statement containing particulars pursuant to Section 136(3)(m) of the Companies Act, 2013 and
Rule 8 of the Companies (Accounts) Rules, 2014 and forming part of the Directors’ Report.

A. CONSERVATION OF ENERGY
The Company continued its policy of giving priority to energy conservation measures including regular review
of energy generation, distribution, consumption and effective control on utilization of energy in its manufacturing
facilities at Navi Mumbai (Maharashtra), Mangalore (Karnataka), Dahej (Gujarat), Kharagpur (West Bengal), Nellore
(Andhra Pradesh) and Nalagarh (Himachal Pradesh).
During the year under report, the following energy saving measures were implemented in the Company’s
manufacturing sites:
• 
Replacing the sodium vapour 
/ 
CFL bulbs 
/ 
illumination lamp 
/ 
conventional lights with energy efficient LED
lamps / lights.
• Replacement of old motor with energy efficient motor.
• Replacement of energy efficient Air compressors at central utility plant.
• Replacement of old ice compressors with new energy efficient compressors.
• Generation of steam using biomass/briquettes instead of furnace oil resulted in lower steam cost and less
carbon dioxide emission.
• Process optimization in various production plants.
• Purchase of solar power from external solar plant.
• Installation of Variable Frequency Drive and mechanical seals in various pumps for power saving.
• Reduction in electricity demand for lower fixed cost charges.
• Purchase of electricity from private players through open access resulted in reduction of electricity rate.
• Installation of Auto voltage regulator in place of conventional lighting transformer resulted in power saving.
• Power factor improvement at MCC
• Sustaining of ISO 50001 for energy conservation.
• Redesigning of Cooling tower pump by trimming impeller for reduced energy consumption.
• Decentralized compressed air system reduced considerable amount of losses and also saved electrical energy.
• Hot water system replaced Steam Boilers saving considerable amount of energy & fuel requirement.
• Installation of water tank monitoring system to reduce use of borewell motor resulting into annual savings 845 KWH
• Avoiding double handling of finished goods in the process of dispatch, reducing fuel considerably.

Reduction in process water consumption in plants was achieved by:


• Improvisation of treated waste water quality increased its usage for various process plant applications thereby
increasing reuse of treated waste water to 85%.
• Use of ETP recycle water for cooling tower and gardening.
• Rain water harvesting system.
• Condensation recovery.
• Drip irrigation and sprinkler system for tree plantation and gardening.

In addition, the Company is actively considering the following energy conservation measures:
• Initiating employee engagement program to identify & develop energy saving measures, operation excellence.
• Monthly resource conservation meeting to optimize plant consumption.
• Carrying out steam & energy audit.
• Creating awareness on energy conservation among employees.
• Optimising utility energy consumption in the plant through resource conservation.
• Change in operation philosophy.
• Reduction in energy consumption of chillers by descaling.
• Automation of central utility air compressors.
• Re-cycling of RO reject and cooling tower blowdown water.

26 Annual Report 2019-2020


Requisite data in respect of Energy Consumption is given below:

Current Year Previous Year


1.4.2019 to 1.4.2018 to
31.3.2020 31.3.2019
Power & Fuel Consumption
1. Electricity
(a) Purchased
Units (in ’000 kwh) 51,714.6 63,780.0
Total amount (Rs. in million) 416.1 472.1
Rate per unit (Rs.) 8.3 7.6
(b) Own generation
Through diesel generator
Units (in ’000 kwh) 545.8 687.9
Units per litre of oil 3.2 3.6
Cost per unit (Rs.) 17.5 16.3
2. Diesel
Qty. (k. litre) 490.0 476.7
Total Amount (Rs. in million) 15.0 16.1
Average rate (Rs./ litre) 30.6 32.1
3. Natural Gas
Qty (KNCM) 5,504.4 11,566.8
Total cost 188.9 427.2
Average rate 34.6 34.0

B. TECHNOLOGY ABSORPTION
Research & Development (R&D):
1. Specific areas in which R&D was carried out by the Company.
During the year, the R&D Centre of the Company was engaged in supporting all the businesses through
innovations and undertook multifold research activities including:
• Upgradation and improvement of safety instruments / aspects.
• Basic research in enhancing quality of life with sustainable solutions.
• Introduction of new products in existing production lines.
• Development of new products / formulations including water based dye solutions.
• Development of new analytical methods.
• Testing of new research compounds and formulations in greenhouse & fields for efficacy and safety against
economically important agricultural pests and diseases.

Work on Global Research projects include:


• Collaborative research with BASF SE and its Group Companies in the areas of performance chemicals,
intermediates, agrochemicals and other organic materials.
• New organic chemical intermediates for specific applications.
• UV absorbers.
• Isolation of potential pesticides from natural sources.

Your Company’s technical support laboratory at Mangalore is actively involved in the area of developing new
coatings technologies and testing services for global customers. This laboratory was a part of developing
two new clearcoat technologies with improved environmental resistance, better appearance and better
scratch resistance.

Your Company has a Pharma laboratory in its Navi Mumbai site which provides support to customer driven
local innovation topics and also various global projects. This laboratory has been instrumental in launching
new innovative products during the year under report. The technical and R&D team has been able to provide
hands-on experience on various functionality and dosage forms using various excipients. This laboratory is also
actively involved in conducting various workshops & training programs to educate & update potential customers
on emerging technologies.

BASF India Limited 27


Your Company’s Agricultural Research Station at Pune is recognized by Department of Scientific and Industrial
Research, Ministry to Science and Technology. Testing of innovative research compounds is done in green
house and fields for efficacy and safety against economically important pests, weeds and diseases. Baseline
monitoring and resistance monitoring tests were carried out for insecticides under controlled laboratory conditions
enabling the business to take right decisions for new product introduction in the market.

2. Benefits derived as a result of the above R&D:


In its endeavor to create chemistry for a sustainable future for the benefit of customers, the R&D Centre
developed new products during the year. Some of these new products were introduced in the market. Production
processes have been improved with respect to their safety, efficiency, quality, quantity and sustainability.
The Pharma laboratory team together with reputed Institutes have created awareness and encouraged
technologies which help in improving the bio availability of the drugs and deliver solutions for life threatening
diseases, such as retroviral, diabetes and cardiovascular diseases.

3. Expenditure on R&D (net): Rs. 53.6 million.

TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION:


1. Efforts in brief, towards technology absorption, adaptation and innovation:
The R&D Centre of the Company is recognized by the Ministry of Science and Technology, Government of India.
The Centre undertakes research in several areas including:
• New Organic Chemical Intermediates for various applications.
• Process Development and scale-up.
• Agricultural Solutions.
• Other Speciality Chemicals.
The Centre is also engaged in developmental activities, including new cost-effective technologies for existing
and new products, reduction in batch cycle time, etc., and also research activities pertaining to the adaptation
of process technologies received from BASF SE, Germany.

2. Benefits derived and the results of the above efforts:


New products were developed and commercialized during the year. Efforts in process optimization led to cost
reduction. This helped the businesses to remain cost competitive. Batch sizes and cycle times were optimized
for better efficiency and manufacturing equipments were modified for overall improved productivity.
3. Imported Technology:
The Company has entered into the agreements with BASF SE and / or its Group Companies for sourcing the
technical know-how in the following businesses:
a) Performance Materials and Care Chemicals.
b) Construction Products and Coatings.
The Company has an excellent relationship with BASF SE, Germany and other BASF Group Companies
and receives valuable technical information and support on an ongoing basis. As a result, the Company has
introduced a range of new products in different business segments.

C. FOREIGN EXCHANGE EARNINGS AND OUTGO


Foreign exchange earnings during the year: Rs. 3,636.1 million.
Foreign exchange expenditure during the year: Rs. 2,016.7 million.

On behalf of the Board of Directors


For BASF India Limited

PRADIP P. SHAH NARAYAN KRISHNAMOHAN


Chairman Managing Director
(DIN: 00066242) (DIN:08350849)
Mumbai
Dated : 10th July, 2020

28 Annual Report 2019-2020


Annexure IV
SECRETARIAL AUDIT REPORT
Form No. MR-3
FOR FINANCIAL YEAR ENDED ON 31ST MARCH, 2020.

[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No. 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]

To,
The Members,
BASF INDIA LIMITED

We have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good
corporate practices by BASF India Limited (hereinafter called "The Company"). Secretarial Audit was conducted in a
manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing
our opinion thereon.

Based on our verification of the Company’s books, papers, minute books, forms and returns filed and other records
maintained by the Company and also the information provided by the Company, its officers, agents and authorized
representatives during the conduct of Secretarial Audit, we hereby report that in our opinion, the Company has, during
the audit period ended on 31st March, 2020, complied with the statutory provisions listed hereunder and also that the
Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to
the reporting made hereinafter:

We have examined the books, papers and minute books, forms and returns filed and other records maintained by the
Company for the financial year ended on 31st March 2020, to the extent applicable provisions of:

I. The Companies Act, 2013 ("The Act") the applicable and effective Amendments and the Rules made thereunder;

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;

IV. Foreign Exchange Management Act, 1999 and the Rules and Regulations made thereunder to the extent of Foreign
Direct Investment, Overseas Direct Investment and External Commercial Borrowings;

V. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992
("SEBI Act") to the extent applicable to the Company: -

a. The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;

b. The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;

c. The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018;

d. The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993;

e. The Company has complied with the requirements under the Equity Listing Agreements entered into with BSE
Limited, The National Stock Exchange of India Limited.

VI. The Management has identified and confirmed the Sector Specific Laws as applicable to the Company being in
Chemical Sector as given in Annexure – 1.
We have also examined compliances with the applicable clauses of the following:
i) Secretarial Standards 1 and 2 as issued and revised by The Institute of Company Secretaries of India with effect
from October 1st, 2017.
ii) The Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulations, 2015
as amended and made effective from time to time.

During the year under review, the Company has complied with the provisions of the Act, Rules, Regulations,
Guidelines, and Standards as mentioned above.

BASF India Limited 29


We further report that:
The Board of Directors of the Company is constituted with proper balance of Executive Directors, Non-Executive Directors
and Independent Directors. The changes in the composition of the Board of Directors that took place during the year
under review were carried out in compliance with the provisions of the Act.
Adequate notice is given to all Directors to schedule the Board Meetings, agenda and detailed notes on agenda were
sent at least seven days in advance, and a system exists for seeking and obtaining further information and clarifications
on the agenda items before the meeting and for meaningful participation at the meeting.
We further report that there are adequate systems and processes in the Company commensurate with the size and
operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.
We further report that during the Audit period:
1. The Company has declared and paid the Final dividend @30% i.e Rs. 3/- per Equity Share and special dividend
of Rs. 2/- per equity share for the financial year ended 31st March, 2019 at their Annual General Meeting held on
19th July, 2019 which was in compliance with the provisions of Section 123 of the Companies Act, 2013 read with
Rule 3 of the Companies (Declaration and Payment of Dividend) Rules, 2014.
2. The Company has transferred an amount of Rs. 8,36,444/- (Rupees Eight Lakh Thirty Six Thousand Four Hundred
and Forty Four) on 23rd December, 2019 and corresponding 8,211(Eight Thousand Two Hundred and Eleven) Equity
shares on 31st December, 2019 to IEPF Authority after due date for Financial Year ended 2011-12 pursuant to
section 124(5) of the Companies Act, 2013 read with the applicable rules made thereunder.
3. The Company has obtained Shareholders approval pursuant to Sections 196, 197, 198 and 203 read with Schedule V
and all other applicable provisions of the Companies Act, 2013 and the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 for re-appointment of Mr. Narendranath J. Baliga (DIN: 07005484) as an
Alternate Director of the Company and being in whole-time employment of the Company, deemed as a Whole-time
Director for a period of five years from 1st January, 2020 to 31st December, 2024 and fixation of his remuneration in
case of inadequacy of profits at their Annual General Meeting held on 19th July, 2019.
4. 
The Company has obtained approval from Central Government for appointment of Mr. Narayan Krishnamohan
(DIN:08350849) as the Managing Director of the Company for a period of five years from 1st April, 2019 to
31st March, 2024.
5. The Following changes took place in the Board of Directors during the Period under review:
• Mr. Raimar Jahn (DIN: 07819517) resigned from the post of Director of the Company with effect from 20th July, 2019
• Mr. Dirk Bremm (DIN: 08511847) was appointed as Director of the Company with effect from 21st July, 2019, in
place of Mr. Raimar Jahn
• 
Mr. Narendranath J. Baliga (DIN: 07005484) was appointed as an Alternate Director to Mr. Dirk Bremm
(DIN: 08511847) on 21st July, 2019
• Mr. Pradeep Chandan (DIN: 00200067) was appointed as an Alternate Director to Mr. Ramkumar Dhruva
(DIN: 00223237) with effect from 1st April, 2019.
6. 
The Company has listed the following Commercial Papers on BSE Limited during Financial Year 2019-2020,
the details of which are as follows:

Sr. No. Date of Allotment Stock Exchange ISIN Date of Maturity


1 16 Oct 2019 BSE Limited INE373A14941 16 Jan 2020
2 31 Oct 2019 BSE Limited INE373A14958 29 Jan 2020
3 17 Dec 2019 BSE Limited INE373A14966 24 Feb 2020
4 16 Jan 2020 BSE Limited INE373A14974 16 Mar 2020
5 16 Mar 2020 BSE Limited INE373A14982 15 Jun 2020

The Company has obtained credit ratings for its commercial papers, the ratings have been reaffirmed
at ‘CRISIL A1+’ by CRISIL and rating of “IND A1+” India Ratings and Research Private Limited.

7. The Promoters of the Company have entered into inter-se transactions among themselves whereby BASF SE,
Germany (Promoter) has acquired entire shareholding of 18,96,061 Equity Shares of BASF Construction Solutions
GMBH (Promoter Group Shareholder) aggregating to 4.38% of the total paid up capital of the Company. Due to the
said transfer of Shares, BASF Construction Solutions GMBH’s name is not appearing in the shareholding pattern
of the Company for the quarter ended 31st March, 2020 as submitted to the stock exchanges.

30 Annual Report 2019-2020


8. During the Financial Year the Company has sold stilbene based Optical Brightening Agents business for paper and
powder detergent applications (OBA Business) for an aggregate consideration of Rs. 33.50 crore to Archroma India
Private Limited under a Business Transfer Agreement.
Further the Board of Directors of the Company at its meeting held on 11th February, 2020 have approved the transfer
of its construction chemical Business to Master Builders Solutions India Private Limited, a fellow Subsidiary Company,
at a consideration of Rs. 5,951.6 million, subject to necessary approvals as may be required. The Company has also
conducted Postal Ballot process under section 110 of the Companies Act, 2013 and the rules made thereunder for
approval of the said transaction by the shareholders of the Company, which was duly passed as per the Scrutinizers
report dated 22nd April, 2020.

Place : Mumbai For HS Associates


Dated : 22nd May, 2020 Company Secretaries
ICSI UDIN : F002827B000271953

Hemant S. Shetye
Partner
FCS No.: 2827
CP No.: 1483

This report is to be read with our letter of even date which is annexed as Annexure – 2 and forms an integral part
of this report.

BASF India Limited 31


Annexure – 1
SECTOR SPECIFIC LAWS AS APPLICABLE TO THE COMPANY BEING IN CHEMICAL INDUSTRY

1. Air & Water (Prevention and Control of Pollution) Acts


2. Environment Protection Act, 1986 read with Environment (Protection) Rules, 1986
3. The Manufacture, Storage and Import of Hazardous Chemicals Rules, 1989
4. Indian Boilers Act, 1923
5. Chemical Weapons Convention Act, 2000
6. The Narcotics Drugs and Psychotropic Substances Act, 1985
7. The Explosives Act, 1884
8. The Inflammable Substances Act, 1952
9. Insecticides Act, 1968 and Rules, 1971
10. Legal Metrology (Packaged Commodities) Rules, 2011
11. Fertilizer (Control) Order, 1985
12. Solvent Raffinate & Slop (Licensing) Order, 2007
13. Drugs and Cosmetics Act, 1940
14. GIDC / MIDC and KIADB Act and Rules.

Place : Mumbai For HS Associates


Dated : 22nd May, 2020 Company Secretaries
ICSI UDIN : F002827B000271953

Hemant S. Shetye
Partner
FCS No.: 2827
CP No.: 1483

32 Annual Report 2019-2020


Annexure – 2

To,
The Members,
BASF INDIA LIMITED

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


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

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

3. We have not verified the correctness, appropriateness of financial records and books of accounts of the Company.

4. The compliance of the provisions of corporate and other applicable laws, rules, regulations, standards is the
responsibility of the management. Our examination was limited to the verification of procedures on test basis.

5. The Secretarial audit report is neither an assurance as to the future viability of the Company nor of the Company
nor of the efficacy or effectiveness with which the management has conducted the affairs of the Company.

6. This report is based on the data received from the Company partially through electronic mode as physical verification
of the data and corresponding documents from the month of February 2020 could not be accessed during the
course of audit due to the ongoing nationwide lockdown on account of COVID-19 pandemic.

Place: Mumbai For HS Associates


Dated : 22nd May, 2020 Company Secretaries
ICSI UDIN: F002827B000271953

Hemant S. Shetye
Partner
FCS No.: 2827
CP No.: 1483

BASF India Limited 33


Annexure V
FORM NO. AOC – 2
{Pursuant to clause (h) of sub-section (3) of Section 134 of the Companies Act, 2013 and Rule 8(2) of the
Companies (Accounts) Rules, 2014}

Form for Disclosure of particulars of contracts/arrangements entered into by the Company with related parties referred
to in sub section (1) of Section 188 of the Companies Act, 2013 including certain arms’ length transactions under third
proviso thereto.

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


There were no contracts or arrangements or transactions of the Company during the year ended 31st March, 2020,
which were not at arm’s length basis.

2. Details of material contracts or arrangements or transactions at arms’ length basis entered during the
financial year ended 31st March, 2020:

Name(s) of the Nature of contract / arrangement / Duration of Salient Amount


related party transaction contract  / terms of the (Rs. in million)
& nature of arrangement / contracts/
relationship transaction arrangements/
transactions
BASF SE, (a) Sale and / or purchase of (a) 4,965.7
Parent Company goods.
As per Inter (b) 842.1
(b) Availing or rendering of services.
(c) Payment of Royalty for Technical Company (c) 11.4
On-going
Collaboration / Assistance. Transfer
transactions
Pricing (ICTP)
BASF Hong Kong (a) Sale and / or purchase of Guidelines (a) 20,851.8
Limited, Affiliate goods.
(b) 238.6
Company (b) Availing or rendering of services.

On behalf of the Board of Directors


For BASF India Limited

PRADIP P. SHAH NARAYAN KRISHNAMOHAN


Chairman Managing Director
(DIN: 00066242) (DIN:08350849)

Mumbai
Dated : 10th July, 2020

34 Annual Report 2019-2020


Annexure VI
REMUNERATION DETAILS PURSUANT TO SECTION 197(12) OF THE COMPANIES ACT, 2013 READ WITH RULE 5
OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014 AS
AMENDED.
1. The ratio of the remuneration (paid / payable) of each Director to the median remuneration of the employees of the
Company for the financial year 2019-2020: (Amount in Rupees)

Sr. Name of Director Remuneration Median Ratio


No. Remuneration of
Employees
1. @
Mr. Narayan Krishnamohan (Managing Director) #
46,765,021 1,304,028 35.86
2. *@Mr. Narendranath J. Baliga #
20,544,392 1,304,028 15.75
(Chief Financial Officer & Alternate Director)
3. **Mr. Pradeep Chandan 18,033,021 1,304,028 13.83
(Company Secretary & Alternate Director)
4. Mr. Rajesh Naik (Whole-time Director) 16,255,989 1,304,028 12.47

*  Mr. Narendranath J. Baliga has been appointed as Chief Financial Officer & Alternate Director. Being in the whole-time
employment of the Company, he is also deemed to be Whole-time Director.
** Mr. Pradeep Chandan has been appointed as an Alternate Director. Being in the whole-time employment of the Company,
he is also deemed to be Whole-time Director.
@ The Ultimate Holding Company (‘BASF SE’) offers Share Price based compensation program (‘option program’) for Senior
Executives of BASF group. Mr. Narayan Krishnamohan & Mr. Narendranath J. Baliga are eligible for this option program.
# The aggregate remuneration paid/ payable to Mr. Narayan Krishnamohan and Mr. Narendranath J. Baliga for the financial year
2019-2020 includes the arrears of remuneration payable for 3 months i.e. January to March 2020, which will be paid to them
in July, 2020.

2. Percentage increase in remuneration of each Director, Chief Financial Officer, Company Secretary in the financial
year 2019-2020 (compared to the FY 2018-2019):

Sr. Name Designation Percentage increase


No. in remuneration
1. Mr. Narayan Krishnamohan* Managing Director N.A.
2. Mr. Narendranath J. Baliga Chief Financial Officer & Alternate Director 7.92
3. Mr. Pradeep Chandan Company Secretary & Alternate Director 9.52
4. Mr. Rajesh Naik Whole-time Director 10.66
* Appointed as Managing Director of the Company with effect from 1st April, 2019. Hence percentage increase in remuneration
during FY 2019-2020 as compared to FY 2018-2019 is not applicable.

3. Percentage increase in the median remuneration of employees in the financial year 2019-2020 is 13.86%.
4. The number of permanent employees on the rolls of the Company as on 31st March, 2020 are 1502.
5. Average percentile increase already made in the salaries of employees other than the managerial personnel
in the last financial year and its comparison with the percentile increase in the managerial remuneration and
justification thereof and point out if there are any exceptional circumstances for increase in the managerial
remuneration:
Average percentile increase for Managerial Personnel is 9.37% and for other employees is 13.86%.
In line with the Company’s compensation philosophy, merit increases and annual bonus pay-out to its employees,
including Key Managerial Personnel are directly linked to individual performance as well as that of BASF’s business
globally.
6. Key parameters for any variable component of remuneration of the Executive Directors:
The key parameters for the variable component of remuneration availed by the Directors are considered by the
Board of Directors based on the recommendations of the Nomination & Remuneration Committee as per the Policy
for Remuneration of the Directors, Key Managerial Personnel and other Employees.
7. It is hereby affirmed that the remuneration paid / payable during the year is as per the Remuneration Policy
of the Company.
On behalf of the Board of Directors
For BASF India Limited

PRADIP P. SHAH NARAYAN KRISHNAMOHAN


Chairman Managing Director
(DIN: 00066242) (DIN: 08350849)
Mumbai
Dated : 10th July, 2020

BASF India Limited 35


Management Segment Revenue
Rs. in million

Agricultural Solutions 11,140.1 (15%)

Discussion and Materials 16,922.8 (23%)

Industrial Solutions 11,919.0 (16%)

Analysis Report
Surface Technologies 8,488.1 (12%)
Nutrition & Care 14,650.6 (20%)

Chemicals 10,160.3 (14%)

Global GDP rose by 2.6% in 2019, considerably lower than 3.2% in 2018, against the backdrop of high political uncertainty
and mounting trade barriers. Growth in the chemical industry declined to 1.5% as compared to 3.1% in 2018. As a result,
growth in chemical production (excluding pharmaceuticals) was also considerably lower, at 1.8% against previous year’s
2.8%.
In 2019, India is estimated to achieve a growth of 5% amidst trade wars, GST rollouts and other policy changes. India’s
agriculture sector is likely to grow ~ 2.8% in 2019-2020, followed by Industry ~ 2.5% and services ~ 6.9%. The growth
of the manufacturing sector is expected to be around 2% in 2019-2020. The automotive sector, where a substantial
portion of the Company’s products are supplied, suffered a double-digit decline affecting all the automotive segments -
passenger vehicles, two-three wheelers and commercial vehicles. Restricted and high cost of consumer credit, regulatory
changes like new safety and emission norms (BS VI) and new insurance policies impacted the total cost of ownership
of vehicles dampening demand.
Further, the effect of coronavirus pandemic is seen across the world including India. The COVID-19 pandemic induced
nation-wide lockdown has severely disrupted business operations of the Company. The financial year 2020-2021 has
begun with the nation-wide lockdown & other emergency measures stipulated by the Central & State Governments. The
uncertainties associated with COVID-19 will impact both consumption & investment.
The products manufactured by your Company serve several sectors including agriculture, automotive, pharmaceuticals,
construction, consumer durables, consumer care and paints.
Source of Global & Indian Economy Data: International Monetary Fund, Economic Survey and Annual Report of BASF SE for 2019.

AGRICULTURAL SOLUTIONS
The Agricultural Solutions segment includes products for
crop protection like insecticides, herbicides, fungicides
and plant growth regulators. The sales of the products of
your Company’s Agricultural Solutions business depend
on the monsoon and its distribution. The distribution of
monsoon had seen a big aberration from normal this
year as the country experienced a deficit of ~ 17% by
July, 2019. However, monsoon turned into excess by ~
10% by September 2019. Hence, there was a drought
and flood situation during one season itself. Under such
trying circumstances, your Company’s strong focus on
diversified portfolio catering to major crops, helped your
Company to not only overcome the challenges but also
register a substantial growth over last financial year.
The Agricultural Solutions business launched 'xarvio' - a scouting mobile
app for Indian farmers to identify various diseases and weeds in their The growth was led by the recently launched products
farms and purchase the relevant BASF products.
like Sefina™ and Praixor™ in cotton, Tynzer™ in corn,
Xelora® in soybean and Opera® in wheat.
Your Company’s commitment to stewardship continued in 2019 through the flagship programme called ‘Suraksha Hamesha’,
a farmer’s education initiative on safe handling of crop protection chemicals. In order to further expand this programme
through digital media, your Company developed an easy to understand animation movie showcasing steps of responsible
use of crop protection products and this film was viewed by more than 25 lakh viewers on various digital platforms.

36 Annual Report 2019-2020


CHEMICALS
Your Company’s Chemicals segment comprises of the Petrochemicals & Intermediates businesses.
The Petrochemicals business of your Company
comprises of solvents, acrylic acid, acrylic monomers
and specialty plasticizers. These products are used
in a variety of end user industries including paints
& coatings, adhesives and a wide variety of flexible
PVC applications among others. During the year, your
Company delivered high single digit volume growth in
the Petrochemicals business capitalizing on BASF’s
global production footprint, with robust demand in
downstream segments supporting the growth. The
last three quarters of the financial year, however,
witnessed a significant drop in commodity chemicals
prices across the globe including Asia Pacific,
Foamed Neopor® is as light as a feather: the silver-gray beads are formed resulting in increasing pressure on margins. BASF’s
as a result of the prefoaming process and is an innovative insulating innovative and trusted non-phthalate plasticizer
material offered by the Petrochemicals business of your Company for
construction industry.
Hexamoll DINCH continued to make inroads into a
range of niche applications.
The Intermediate chemicals supplied by your
Company cater to major industry segments such
as pharmaceuticals, agrochemicals, coatings, food
& feed, flavour & fragrance, surfactants, rubber
chemicals, textiles, personal care, adhesives,
dyes etc. Major growth drivers were the export
of pharmaceuticals, agrochemicals and specialty
ingredients as India continues in the path of
becoming global manufacturing hub of life science
ingredients and specialty chemicals. The economic
climate was challenging in 2019 as trade conflicts,
political uncertainties affected the global economy
while considerably lower demand compressed the
Indian economy. This had an impact on the demand
in the key industries especially agrochemical exports,
automotive etc. The new competition from the Middle
East in ethylene/ethanol amines increased the Intermediates team conducted a workshop with customer UPL in Dec'19.
intensity of competition resulting into lower prices. Mr. Bejoy Chandran - Vice President - Chemicals and Performance Products,
Your Company’s continuous efforts to introduce BASF South Asia gave an overview for your Company and our focus on
customer centric solutions.
new products in the market and acquire new
customers also helped mitigate the difficult business environment. With continued growth in major industry segments
viz., pharmaceutical, agrochemicals, food & feed and growing thrust in coating, flavour & fragrance and personal care
ingredients, the outlook for Chemicals business looks positive.

MATERIALS
Your Company’s Materials segment includes the
Performance Materials and Monomers businesses.
The Performance Materials (Polyurethane, Engineering &
Specialty Plastics) business of your Company caters to
the requirements of the Consumer, Construction, Industrial
Product applications and Transportation industries.
Your Company’s product lines that cater to the Interior,
Exterior, Under Bonnet and Vehicle Suspension related
applications were also adversely impacted by the
slowdown and reduced market price but declined at a
The Performance Materials division participated in the Sterlite slower pace than the market. The business continues to
Technologies Limited (STL) Global Partner Meet- “NEXUS”. sweat the assets of its Engineering Plastics unit at Thane
Mr. Brieux Boisdequin - Vice President, Automotive Business and New
Business Development and Strategy BASF South Asia was invited as a and CELLASTO® production unit at Dahej Plant. The
speaker for panel discussion “Partnering with STL on 10x Growth CELLASTO® segment expanded its production facilities
through Co-creation and Collaboration.”
at Dahej Plant to cater to the increasing needs of the
Automotive segment for “Made in India” products.

BASF India Limited 37


The Consumer Industry business continues to have a strong presence in the appliance (refrigerator), footwear and
furniture markets. The Appliance business unit continues its efforts to increase locally produced volumes with existing
customers and add new customers to increase utilization of its integrated production facilities at Dahej. The economic
slowdown and reduced market price led to a decline, both in volume and value in this business, during the year under
report. The business is expected to face increased competition due to new capacities in the Middle East.
The footwear market is moving towards lighter and more comfortable products. Your Company is continuously working
to provide solutions for this trend and collaborating with customers at the new Creation center which was inaugurated
in May 2019. This helped the footwear business grow in volumes even though the footwear market continued to be
impacted by GST implementation as the end customers in this sector face an inverted duty structure.
Construction segment which predominantly supplies polyurethane insulation for the sandwich panel was growing till the
last quarter when it was affected due to the complete phase out of Hydrochlorofluorocarbon (HCFC)-141 B, which is a
chemical used by foam manufacturing enterprises, from January 1, 2020. Your Company is fully geared up for supplies
to key customers affected by this phase out by launching new generation materials.
Expanding customer base and new market development activities supported growth in Specialty business which
comprises of the multi-application product ‘Ultrason’, compostable plastic material ‘ecovio®’ and thermal and sound
insulating melamine foam ‘Basotect’.
Although the sales of Performance Materials business were impacted by the slowdown and price decline, the declining
costs of raw materials improved the margins.
The Monomers business deals in basic raw materials
for polyurethanes, inorganics & polyamides and its
precursors. The steep fluctuating commodity prices with
the downward trend leaning towards historical lows in
the year for Toluene diisocyanate coupled with its local
availability and increasing overcapacities for isocyanates
in Asia continues to pose a challenge for the business.
However, strong market conditions in sectors such as
flexible PU foams, flexible packaging, coating adhesives
etc. contributed to the new business development for
Methylene diphenyl diisocyanate business.
Significant growth was seen in volume terms for polyamide
and precursor business whereas the focus remained on
The Ultramid® particle foam has been developed for a wide range of barrier films for packaging and monofilament segments.
applications. Utramid is a particle foam based on a combination of several
polyamide 6 grades. It excels with a wide range of unique characteristics: Your Company will continue to have strong engagement
high temperature-resistance, outstanding stiffness and strength as well as with customers to maintain its position as one of the key
an excellent chemical resistance, e.g. in contact with fuels,
oils and lubricants. suppliers to the market.

INDUSTRIAL SOLUTIONS
Your Company’s Industrial Solutions segment comprises of Dispersions & Resins and Performance Chemicals businesses.
The Dispersions & Resins business of the Company comprises of resins, additives and dispersions that cater to the
needs of paints & coatings, construction, paper, adhesives, printing and packaging industries.

The year had been difficult for the industries served by


this business. However, your Company was able to defend
its market share and achieve modest growth as compared
to the previous year. Although the high volatility in the raw
material prices challenged the margins, your Company
was successful in navigating and maintaining its position.

The Performance Chemicals business comprises of Plastic


Additives, Fuel & Lubricants and Mining Chemicals.

Your Company’s Plastic Additives business is categorized


into antioxidants and light stabilizers for the plastic industry.
Customers are broadly classified into upstream industries
such as polymer manufacturers and downstream
industries such as packaging automotive, agriculture Interior paints are a common source of indoor air pollution that directly
and electronics. Your Company continues to grow in the affects health. The Acronal ECO range of water-based polymer acrylic
dispersion from your Company is a low-VOC, low-odor interior paint
upstream market with the expansion of capacities of developed to address consumer needs for healthier indoor air, and a
major polymer producers. New business development in durable, stain free living environment.

38 Annual Report 2019-2020


the areas of ‘Agricultural Films’ is successful
and has resulted in increased sales in the
downstream market. Business continues to
focus on value-added products to customers to
further enhance sales.

The Fuel and Lubricant Solutions business


caters to the automotive, fuel, lubricants, refinery
and refrigeration industries. This business
also caters to the markets of Polyisobutylene,
base-stocks and compounded lubricants. Fuel
and Lubricant Solutions provide products
that are safe and contribute to sustainability
meeting environmental concerns enabling end-
consumers to achieve energy efficiency. A new
BASF’s light stabilizers from the Chimassorb® range have been used by Megaplast India production facility to produce the Automotive
Pvt. Ltd., a leading polyethylene products manufacturer in India to produce nonwoven
geotextile used in the construction of national highways.
Coolants was started at Dahej in 2019. During
the year, focused business development
activities helped to significantly increase the sales of brake-fluid in passenger cars and two-wheeler segments as well
as in the after-market area.

The Mining Chemicals business caters to solid-liquid separation applications in various mineral processing areas viz;
coal, iron ore, mineral sand, alumina, zinc and lead, copper, construction sand etc. This exercise facilitates the end user
to recycle and reuse the process water to the maximum extent which results in a drastic reduction of fresh water intake
from time to time. The Iron ore palletization binder continues to be the focus area for future growth.

SURFACE TECHNOLOGIES
Your Company’s Surface Technologies segment
comprises of Catalysts, Coatings Solutions and
Construction Chemicals businesses.

The Process Catalysts business caters to the


refining, petrochemicals and downstream base and
fine chemical industries. The Process Catalyst plant
at Mangalore serves pharma and agrochemical
customers by supplying carbon support precious
metal catalysts. Both the segments are highly
fragmented and heavily dependent on feedstocks
like petrochemical intermediates which are mostly
imported from China and Europe.

The Process Catalysts business of your Company participated in the Refinery


and Petrochemicals Technology Meet- an excellent forum for customer network,
customer insights and for updates in the field.

The Automotive industry in India had experienced


a steep decline in 2019 in two-wheeler, passenger
vehicle and commercial segment. The coatings
business predominantly comprises of the passenger
vehicle and two wheelers segment. The automotive
coatings market is constantly searching for innovative
solutions to improve appearance and quality and to
reduce cost and environmental impact. Your Company
has a wide portfolio range to cater to these markets
needs and is well connected with major customers
globally. Many of the major OEMs are expected to
In a country where fuel efficiency and cost affordability rule the roost, white
expand their production capabilities and set up new cars have become the popular choice for customers. As per the BASF India
plants depending on their strategic intent to capture Color Report Automotive Coatings for 2019, white cars were more preferred
by customers year on year. The report is produced through a data analysis of
the future potential of the Indian Automotive Industry. inputs from BASF's Coatings division (based on global automotive production
and paint application to light vehicles in 2019).

BASF India Limited 39


The Construction Chemicals business of your Company
supplies chemical solutions and technologies to
customers in the construction industry.

The Admixture Systems business unit of the


Construction Chemicals business caters to customers
from the ready- mix, precast, site mix, underground
construction and cement production industries. The
Admixture Systems business has shown peripheral
growth in the year with improved earnings. Continual
focus of the Government on infrastructure sector
helped sustainable business. Differentiated product
technology & unparalleled technical support proved
our Admixture Systems to be a preferred choice in
The Mumbai Metro line 3, currently under construction, will be the first markets.
underground line of the city. The Construction Chemicals business is
supplying MasterSeal 700BG, a PVC synthetic waterproofing membrane for
The Construction Systems business unit offers a wide
the establishment of complete watertight construction of the underground
metro rail twin NATM tunnels. range of products and solutions such as industrial
floorings, insulation and waterproofing solutions,
concrete & building repair and protection products and tile fixing solutions. The growth in this business was flat during
the year due to increased price pressure from domestic and overseas competition.

NUTRITION & CARE


Your Company’s Nutrition & Care Segment comprises of
Care Chemicals, Nutrition and Health Care businesses.
The Care Chemicals business provides solutions to
customers in personal care, home care & institutional
cleaning and industrial formulation segments viz; textile,
agrochemicals, metal surface cleaning etc. The business
witnessed reasonably good growth in home care and
surface cleaning markets with increasing interest in new
formats of liquids as well as “eco-friendly” solutions. The
business harnessed good opportunities in the textile
solutions market while it continued to maintain its position
in other segments of the business. The business witnessed
head winds from volatile feedstock prices and currency
which was managed through localization, portfolio mix
and price management. The business continued its Care Chemicals business of your Company participated at the
customer centric approach through various measures of CosmoTech Fair in Delhi to showcase a range of personal care solutions
addressing the impact of hot and humid weather. It is the biggest
digitalization, cluster and customer workshops, thereby exhibition for cosmetic manufacturers organized by the Personal Care
building a sustainable sales pipeline. industry in India.

The Nutrition & Health Care Segment of your Company


offers a comprehensive range of products across Human
Nutrition, Animal Nutrition, Pharma Solutions and Aroma
Ingredients. All four businesses demonstrated a strong
growth in 2019 and maintain a positive outlook of continuing
the growth story in the current financial year as well.
The Aroma Ingredients business saw a double-digit growth
in business, much higher than the already growing market
after the lifting of force majeure in BASF SE Plant in
Germany and easing of supplies. With improved supplies,
a wide product range, new acquisitions (Isobionics),
partnerships (Conagen) and a strong growth in market
demand for flavors and fragrances from personal care,
home care, packaged food and other FMCG segments,
The Pharma Solutions team successfully organised a one-day Aroma Ingredients is expected to continue this growth
workshop on “Discovery of Excipient Functionality in Topical Formulation momentum.
Design” at the BASF Innovation Campus in Navi Mumbai. The program
was attended by more than 30 scientists from leading topical drug delivery While demand for your Company’s Animal Nutrition
companies in India.
products remained strong throughout 2019, the growth
in sales was restricted due to limitation in supplies. The
outlook for the Animal Nutrition business is expected to be
positive in the long term.

40 Annual Report 2019-2020


Your Company is one of the leading pharmaceutical ingredient supplier, specializing in functional excipients and selected
APIs to deliver value-adding solutions to our customers. Your Company offers highly functional excipients that enable value-
adding solutions to formulation challenges, including highly specialized ingredients for manufacture of new age biologics
and reliable & cost-efficient supply of selected APIs. Your Company supplies products to all the leading pharmaceutical
manufacturers in India involved in domestic as well as export markets. Your Company collaborates with all the leading
Companies in the development of new complex formulations and also provides support for low priced generics. Higher
competition, mainly from China, in some of the standard products, fund flow issues in the pharma sector, high price
pressure in generic formulations are some of the major threats affecting the business. Outlook for the Nutrition & Health
care business is positive and expected to grow in the current financial year also. In 2019, your Company also conducted
multiple customer outreach events in the form of workshops & seminars and the technical service laboratory in India
provided technical support and solutions to several customers.
Your Company is one of the strongest suppliers of Vitamins, antioxidants and carotenoids for the Human Nutrition
business supplying to all major Companies in the Pharma, Nutraceuticals, beverages and dietary supplements industry.
With a broad range of functional ingredients ranging from Conjugated Linoleic Acid, Peptides, plant-based sterols,
colorants, Omega 3, algae based Docosahexaenoic Acid and a broad range of food performance ingredients, your
Company cater to a wide range of players in the industry. The Human Nutrition business also grew in double digits in
financial year 2019-2020 and the growth momentum is expected to continue with increasing awareness of preventive
health, immunity and better lifestyle thereby increasing the demand for all the key offerings in the business.

TECHNICAL MANAGEMENT
During the year, your Company introduced many
new products and manufactured them at Dahej and
Mangalore. The newly established plant to manufacture
automotive coolants at Dahej was audited and
approved by customers for commercial production.
Production commenced in May 2019. The plant was
also certified for ISO 9001.
The Cellasto plant at Dahej was expanded with a
new line in September 2019. This new line is fully
automated, provides higher productivity and has
flexibility to produce large number of products at a
time. The digitalization features allow it to be monitored
and get service support from experts at remote
locations. Cellasto plant was awarded with the Ford
Q1 certification in April, 2019.
In view of the water crisis at Dahej and Mangalore,
capital expenditure was incurred to enhance the Your Company successfully expanded its Cellasto® manufacturing capacity
at its Dahej, Gujarat site to serve India’s growing automotive market for
water storage and saving capabilities. Your Company Passenger vehicles, Two Wheelers, Three Wheelers and Commercial Vehicles.
also undertakes active projects for water harvesting Cellasto is the trade name for components made of BASF microcellular
polyurethane elastomers.
within its manufacturing sites and has facilities which
support the recharge of rain water into the aquifer.
Your Company also agreed to participate in the water desalination project initiated by Gujarat Industrial Development
Corporation at Dahej to secure the critical water demand.
Your Company also sources solar power, which meets around 80% of the power demand at manufacturing site at
Mangalore through a long-term power purchase agreement. Dahej and Mangalore sites are now both certified for
ISO 50001, Energy Management System.
Your Company continues to undertake various Operational Excellence initiatives as under:
• Yield improvement, alternate raw material introduction and plant reliability improvement.
• Cycle time reduction, batch size optimization and utilizing digitalization tools for optimization.
• Introducing new products and utilizing available assets to manufacture.
• Water recycling and energy saving measures.
During the year, your Company mapped its as-is processes and generated a road map for digitalization for identified
production plants. In accordance with the roadmap, the Coating Solutions plants at Mangalore would be the first plant to
embark on the digitalization drive. The project would provide end to end visibility of the product flow, improve productivity,
speed in new product stabilization and cost savings.
All your Company’s plants were certified for Quality Management System ISO 9001(2015) and Environment Management
System ISO 14001(2015).

BASF India Limited 41


Three of the Company’s plants serving the automotive industry viz.; the Engineering Plastics plant at Thane, Coatings
plant at Mangalore and Cellasto® plant at Dahej have been certified by IATF (International Automotive Task Force)
for their quality system. The Care Chemicals plant at Dahej have received the EFfCI GMP (European Federation for
Cosmetic Ingredients Good Manufacturing Practice) & RSPO (Round table for Sustainable Palm Oil) certification.
In line with the Company’s purpose “We create chemistry for a sustainable future”, your Company continues to promote
& practice Responsible Care® together with Indian Chemical Council for its manufacturing plants.

INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY


Your Company has established adequate internal financial control systems to ensure reliable financial reporting and
compliance in accordance with the laws and regulations. All resources are put to optimal use and adequately protected
against any loss. All transactions are authorized, recorded and reported correctly. Policies and guidelines of your Company
are being adhered to and improvements in processes are being carried out on an ongoing basis. The principles of risk
avoidance such as segregation of duties and approval-based authorization matrix form the core of the internal control
systems. The efficiency and effectiveness of the internal control system over financial reporting has been performed by
the management through evaluation, documentation, testing and reporting of the relevant processes and controls.
Our internal control systems are also supplemented by an extensive program of internal audit by an independent firm
of Chartered Accountants. Internal audits are conducted regularly and their summary as well as recommendations are
placed before the Audit Committee of the Company. The Audit Committee reviews the internal financial control systems
annually.

Key Financial Ratios:


Key Ratios 2019-20 2018-19 Change %
Debtors Turnover (No. of days) (Trade Receivables/Revenue from Operations) 66.1 63.0 5%
Inventory Turnover (No. of days) (Inventory/Cost of Sales) 89.0 96.5 -8%
Interest Coverage Ratio* (Earnings Before Interest, Tax & Depreciation 4.2 2.1 100%
before exceptional items/Finance cost)
Current Ratio (Current assets/Current liabilities) 1.2 1.3 -8%
Debt Equity Ratio (Total Debt [Long term borrowings + Short 0.5 0.6 -17%
term borrowings + Current maturities of long
term debts]/Total Equity)
Operating Profit Margin (%)* (Earnings Before Interest & Tax before 1.6% 0.5% 220%
exceptional items/Revenue from Operations)
Net Profit Margin (%)** (Profit after tax/Revenue from Operations) 0.2% 1.4% -86%
Return on Net Worth (%)** (Profit after tax/Total Equity) 1.3% 5.8% -78%
* Improvement in ratio due to higher operating profits in current year.
** Higher profits from exceptional items in previous year.

HUMAN RESOURCES AND INDUSTRIAL RELATIONS


Your Company has been working towards engaging and motivating the employees throughout the year. In continuation
to the Corporate Strategy, your Company has been strengthening its internal processes.
In its endeavour to further simplify and go digital, your
Company has digitized several HR processes using the
new tool “Empower” tool and has also launched the Taleo
Onboarding system in 2019 to digitally onboard new hires.
Your Company has continued to maintain harmonious
industrial relations at manufacturing sites and has signed
3 long term wage settlements in 2019. While continuing
the focus on upskilling employees and being strategically
aligned to the business priorities, your Company has
conducted various workshops throughout the year led
by internally trained facilitators. The year saw continued
leadership contribution and involvement in strategic topics
On the eve of International Women's Day, the Mangalore site invited Dr. like Talent Management, New Leader Program and Project
Joylene Almeida, OBG Specialist & Consultant, CHD Group and Related Development.
Dr. Edmond Fernandes, CEO, CHD Group. They addressed employees
on preventive health components for Women on the topic “What she Your Company employed 1,502 people as on 31st March,
must know and Leadership and Mental Health in the new age”.
2020.

42 Annual Report 2019-2020


Continuing the program to enhance employee skills and strengthen the leadership talent pool, your Company continued
to facilitate leadership development program for employees.

CORPORATE AFFAIRS
The Corporate Affairs team helps the business deliver a
compelling and accurate corporate narrative by utilizing
the right platforms. In the financial year 2019-2020, the
team helped create awareness internally and externally
about the completion of 75 years of incorporation of your
Company in India.
Several key initiatives on the media and stakeholder front
were designed and executed with specific focus on customer
connect initiatives. Most prominently, your Company
leveraged the “Future Perfect 4.0” platform in association
with the Times Network to engage with customers and
peers from the automotive industry through the ‘Mobility
of Tomorrow’ event. As the Sustainability Partner for the
India Economic Conclave from the Times Network, your
Company reinforced commitment to creating chemistry Your Company kicked off BASF Future Perfect 4.0 with a grand event in
Delhi, inviting multiple stakeholders from the automotive industry for a
for a sustainable future. The adept use of traditional and panel discussion on the theme- ‘Mobility of Tomorrow’. Rich and insightful
social media platforms along with advocacy on several discussions were conducted on the impact of ACES trend (Automated,
key business topics with the Indian Government & various Connected, Electric and Shared) mobility on the Indian auto industry.

associations, ensured a strong positioning & visibility for


your Company’s products and solutions.

AWARDS AND RECOGNITION


Your Company’s efforts towards creating chemistry for
a sustainable future helped win prestigious accolades
and recognitions from customers as well as industry
stakeholders. The Automotive Coatings team was
recognized with the Business Partner Award for 2018 by
Mercedes Benz India at their Annual Business Partner Meet
in 2019, which acknowledges your Company’s contribution
to Mercedes Benz India’s business. The Performance
Materials team bagged the “Best Localisation support”
Award at Confluence 2019 Supplier meet of Godrej &
Boyce as well as the ‘Euro Safety’ award from the Roger
Group in India. The Company also received the Pinnacle
Mercedes Benz India completed 25 years in the country in 2019 and the
Automotive Coatings team of your Company was recognized with the
Award for Excellence in Manufacturing in Environment,
Business Partner Award for 2018 at their Annual Business Partner meet Health and Safety category from Confederation of Indian
on April 19, 2019. During the annual business partner meet, Mercedes Industry (CII).
and its partners (including your Company) shared business updates, best
practices and market trends in the country.

BASF India Limited 43


The EHS team also received the Indian Chemical Council (ICC’s) Aditya Birla Award for “Best Responsible Care
Committed Company” along with the “ICC Award for Best Nicer Globe User Company” for its commitment towards
transportation and distribution safety and for being in the fore front in leading and implementing Nicer Globe Initiative.
Meanwhile, highlighting the Company’s work in the areas of sustainability and CSR, the Indo-German Chamber of
Commerce conferred the Sustain Award 2019 on your Company. On the manufacturing front, the Cellasto team scored
97% in the 1st Certification Audit of 5-S by the National Productivity Council, under the Ministry of Commerce and
Industry of the Government of India, while the Thane Site was awarded the Certificate of Recognition of good safety
practices for “Forklift Operations safety Implementation” by CII.
Optimized supply chain operations play a crucial
role in maintaining high customer satisfaction
which is an indication of the shift in corporate
strategy for your Company towards being more
customer-centric. The Supply Chain team of your
Company leveraged automation technologies (like
Robotic Process Automation, Computer Vision and
Microsoft Flow) to collaborate and create an agile
ecosystem. This enabled rollout of automation of
key operational processes and reduced operational
costs as well as minimizing human errors in the
system. This digitalization project helped the
Supply Chain team win the 2019 BASF Asia
Pacific Customer Service.
Further, the team also worked with an external
service provider to deploy a software that
Your Company received the Indian Chemical Council (ICC’s) Aditya Birla Award seamlessly integrates Export Import processes,
for “Best Responsible Care Committed Company”. ICC also recognized your
Company with the “ICC Award for Best Nicer Globe User Company” for our enabling statutory compliance along with
commitment towards transportation and distribution safety and being fore front in necessary documentation, real-time notifications
leading and implementing Nicer Globe Initiative.
and analytics. The software offers end-to-end
visibility and audit observations facility for the
Customs team while ensuring control on data flow, along with higher accuracy in filing customs declarations. The solution
ensures high security standards meeting BASF’s security guidelines and is soon planned to be ported to a mobile
version to offer stakeholders an insight into real time shipment status.

On behalf of the Board of Directors


For BASF India Limited

PRADIP P. SHAH NARAYAN KRISHNAMOHAN


(Chairman) (Managing Director)
(DIN: 00066242) (DIN: 08350849)
Mumbai
Dated : 22nd May, 2020

44 Annual Report 2019-2020


Mr. Narayan Krishnamohan - Managing Director, BASF India Limited along with Ms. Sunita Sule
- Director, Corporate Affairs for BASF South Asia met with the German Ambassador to India,
Mr. Walter J. Lindner, briefing him about BASF’s work in the country.

Report on
Corporate Governance
The Company has complied with the requirements of Corporate Governance as stipulated in Chapter IV of the
Securities & Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing
Regulations) as amended.

1. COMPANY’S PHILOSOPHY ON CORPORATE GOVERNANCE


The Company’s philosophy on Corporate Governance is aimed at assisting the management in the efficient
conduct of the business and in meeting its obligations to its stakeholders. A strong emphasis on transparency,
accountability and integrity, guide its philosophy.
The commitment to good Corporate Governance is embodied in its values:
• Creative
• Open
• Responsible
• Entrepreneurial
The value “Responsible” indicates that the Company acts responsibly as an integral part of society by adhering to
high compliance and environmental standards.
The Company has consistently shown a high level of commitment towards effective Corporate Governance and
has been at the forefront of benchmarking its internal systems and policies with global standards.
The Company’s philosophy on Corporate Governance envisages attainment of higher levels of transparency,
accountability and ethical conduct in all facets of its operations and interactions with its stakeholders including
shareholders, employees, customers, suppliers, government, lenders and the community at large. It aims to
increase and sustain its corporate value through growth and innovation.
The Company believes that its operations and actions must serve the underlying goal of enhancing the interests
of its stakeholders over a sustained period of time, in a socially responsible way.
The Company through its purpose “We create chemistry for a sustainable future” has made sustainability the
mainstay of its existence and has integrated the same into all its business processes and Corporate Social
Responsibility activities.
The BASF Code of Conduct, which sets forth the Company’s policies on important issues, aims to develop
a genuine culture where employees act as role models in promoting business ethics and legal compliance.

BASF India Limited 45


2. BOARD OF DIRECTORS

The Company is fully compliant with the Corporate Governance norms in respect of constitution of the Board of

Directors. The Company has a diversified Board which represents an optimum mix of professionalism, knowledge,
gender and experience.

A. Composition and category of the Board of Directors are as follows:

(i) EXECUTIVE & ALTERNATE DIRECTORS*

Name Date of Designation No. of No. of No. of No. of


Appointment Meetings Meetings Memberships Memberships/
held during Attended in Boards Chairmanships
the Last of other in Committees
Financial Companies** of other
Year Companies

Mr. Narayan Krishnamohan # 1st April, 2019 Managing Director 6 6 NIL NIL

Mr. Narendranath J. Baliga 1 January, 2015


st
Chief Financial 6 6^ NIL NIL
(Alternate Director Officer
to Mr. Dirk Bremm)@

Mr. Pradeep Chandan 1st April, 2019 Director – Legal, 6 6^ NIL NIL
(Alternate Director General Counsel
to Dr. Ramkumar Dhruva) (South Asia) &
Company Secretary

Mr. Rajesh Naik (Whole-time 1st April, 2019 Director – 6 4 NIL NIL
Director) Manufacturing

* Executive & Alternate Directors do not hold any Directorships in other Listed Companies.
** Excludes Directorships/Memberships in Private Limited Companies, Foreign Companies, Companies registered under Section 8
of the Companies Act, 2013.
# Mr. Narayan Krishnamohan holds 50 shares of the Company.
@ Mr. Narendranath J. Baliga was an Alternate Director to Mr. Raimar Jahn till 20th July, 2019 and was appointed as an Alternate
Director to Mr. Dirk Bremm from 21st July, 2019.
^ Mr. Narendranath J. Baliga attended the Board Meeting held on 19th July, 2019 as an invitee and Mr. Pradeep Chandan attended
the Board Meeting held on 19th July, 2019 as a Company Secretary.

By virtue of being in whole-time employment of the Company, the Alternate Directors are also deemed to be Whole-time Directors
of the Company.

NON-EXECUTIVE DIRECTORS
(ii)

Name Date of No. of No. of No. of No. of Memberships/


Appointment Meetings Meetings Memberships in Chairmanships
held during the Attended Boards of other in Committees
Last Financial Companies*
Year

Mr. Raimar Jahn ** 1st April, 2017 6 1 NIL NIL

Dr. Ramkumar Dhruva # 10th August, 2018 6 1 NIL NIL

Mr. Dirk Bremm ^ 21st July, 2019 6 0 NIL NIL

* Excludes Directorships in Private Limited Companies, Foreign Companies, Section 8 Companies, Bodies Corporate, Memberships
of Managing Committees of various Chambers/Bodies.
** Resigned as a Director of the Company with effect from the close of business hours as on 20th July, 2019 and was represented
by Alternate Director during his absence from India till 20th July, 2019.
# Represented by Alternate Director during his absence from India.
^ Appointed as a Director of the Company in place of Mr. Raimar Jahn with effect from 21st July, 2019 & represented by Alternate
Director during his absence from India.

46 Annual Report 2019-2020


INDEPENDENT NON-EXECUTIVE DIRECTORS
(iii)
Name Date of No. of No. of No. of No. of Memberships/
Appointment Meetings Meetings Memberships in Chairmanships
held during the Attended Boards of other in Committees of
Last Financial Companies* other Companies**
Year
Mr. Pradip P. Shah, Chairman 31st January, 2000 6 6 8 Membership – 4
Chairmanship – 2
Mr. R. A. Shah 24th April, 1968 6 6 5# Membership – 1
Chairmanship – 2
Mr. Arun Bewoor 19th January, 2010 6 6 3 Membership – 2
Chairmanship – 1
Mrs. Shyamala Gopinath 23rd January, 2019 6 6 4 Membership – 2
Chairmanship – 2
* Excludes Directorships in Private Limited Companies, Foreign Companies, Section 8 Companies, Bodies Corporate, Memberships
of Managing Committees of various Chambers/Bodies.
** Includes only Chairmanship/Membership in Audit Committee and Stakeholders’ Relationship Committee of Public Companies.
# As Mr. R. A. Shah has resigned from the Board of Colgate Palmolive (India) Limited with effect from 1st April, 2020, the said
membership is not considered.

Directorships of Independent Non-Executive Directors in other Listed Companies:


a. Presently, Mr. Pradip P. Shah is on the Board of the following other Listed Entities:

Sr. Name of the Company Category of Directorship


No.
1 Sonata Software Limited Independent Director
2 Bajaj Auto Limited Independent Director

3 Kansai Nerolac Paints Limited Independent Director


4 KSB Limited (Formerly known as KSB Pumps Limited) Independent Director
5 Pfizer Limited Independent Director
6 Bajaj Holdings & Investment Limited Independent Director

b. Presently, Mr. R. A. Shah is on the Board of the following other Listed Entities:
Sr. No. Name of the Company Category of Directorship
1 Proctor & Gamble Hygiene and Healthcare Limited Independent Director
2 Pfizer Limited Independent Director
3 Lupin Limited Independent Director
4 Godfrey Philips India Limited Non-Executive Non-Independent Director
5 Atul Limited Non-Executive Non-Independent Director

c. Presently, Mr. Arun Bewoor is on the Board of the following other Listed Entity:
Sr. No. Name of the Company Category of Directorship
1 Agro Tech Foods Limited Independent Director

d. Presently, Mrs. Shyamala Gopinath is on the Board of the following other Listed Entities:
Sr. No. Name of the Company Category of Directorship
1 HDFC Bank Limited Independent Part-time Non-Executive Director
2 Colgate-Palmolive (India) Limited Independent Director
3 Tata Elxsi Limited Independent Director

As per the declarations / disclosures received from Mr. Pradip P. Shah, Mr. R. A. Shah, Mr. Arun Bewoor and
Mrs. Shyamala Gopinath, they do not serve as Independent Directors on the Board of more than 7 Listed
Companies. They are also not acting as Whole-time Directors on the Board of any Listed Company. Mr. Pradip
P. Shah, Mr. R. A. Shah and Mr. Arun Bewoor were re-appointed as Independent Directors of the Company
to hold office for a term of 5 consecutive years from 1st April, 2019 to 31st March, 2024 and they are not liable to
retire by rotation. Mrs. Shyamala Gopinath was appointed as an Independent Director of the Company for a term
of 5 consecutive years from 23rd January, 2019 to 22nd January, 2024 and she is not liable to retire by rotation.

BASF India Limited 47


The Independent Directors of the Company have given requisite disclosures along with a declaration to the
Board that they meet the criteria of independence as provided under Section 149(6) of the Companies Act, 2013
and Regulation 16(1)(b) of the SEBI Listing Regulations as amended. In the opinion of the Board
of Directors, the Independent Directors of the Company fulfil the conditions specified in the Companies Act, 2013
& rules framed thereunder and the SEBI Listing Regulations as amended and they are independent
of management.
The terms and conditions of appointment of Independent Directors are available on the Company’s website
viz.; www.basf.com/in at http://bit.do/basftermsandconditions
The Company also has a familiarisation programme for its Independent Directors, which is available at:
http://bit.do/basfindependentdirectorfamiliarisationpolicy and http://bit.do/BASF-Familiarisation-Program
Number of Board Meetings held during the financial year along with the dates of the meetings:
Six Board Meetings were held during the financial year 2019-2020 on the following dates:
(1) 30th April, 2019 (2) 6th June, 2019
19th July, 2019
(3) (4) 6th August, 2019
(5) 7th November, 2019 (6) 11th February, 2020

The Board/ Committee meetings are pre-scheduled and a tentative annual calendar of Board and Committee
meetings is circulated to the Directors well in advance to enable them to plan their schedule and ensure
meaningful participation in the meetings. However, in case of special and urgent business expediency, the
Board’s approval is taken by passing resolutions by circulation, as provided under the Companies Act, 2013,
which is noted and confirmed in the next Board Meeting. The notice and the agenda of Board Meetings along
with the relevant documents and explanatory notes wherever required, are provided well in advance to all the
Directors to enable them to discharge their responsibilities effectively and take informed decisions.

B. Pecuniary relationships or transactions of the Non-Executive Directors vis-à-vis the Company.


Mr. Pradip P. Shah, Mr. R. A. Shah, Mr. Arun Bewoor and Mrs. Shyamala Gopinath, Independent Non-Executive
Directors of the Company do not have any material pecuniary relationship with the Company other than the
sitting fees paid to them. Details of sitting fees paid are given at Serial No. 4(b) of this Report. M/s. Crawford
Bayley & Co., Solicitors & Advocates, in which Mr. R. A. Shah is a Senior Partner, renders professional
services to the Company. Mr. R. A. Shah has confirmed that the transactions between the Company and
M/s. Crawford Bayley & Co., do not exceed 10% of the gross receipts of M/s. Crawford Bayley & Co.
Independent Non-Executive Directors do not hold any shares or convertible instruments in the Company
except Mr. R. A. Shah who holds 80 shares of the Company jointly with Ms. Shefali Shah.
Dr. Ramkumar Dhruva, Mr. Raimar Jahn (upto 20th July, 2019) and Mr. Dirk Bremm (w.e.f 21st July, 2019) were
not paid any commission during the financial year 2019-2020. They do not hold any shares and convertible
instruments of the Company.

C. Relationships between Directors Inter-se.


None of the Directors of the Company are in any way related to each other.

D. Skills/ Expertise and Competence of the Board of Directors of the Company along with the names of
the Directors who have such skills/ expertise and competence.
The Board of Directors of the Company has the following skills/ expertise and competencies in the context of
the businesses in which it operates:

Skills/Expertise/Competence Name of the Director


Knowledge of the Chemical sector and the related value chains. 1) Mr. Narayan Krishnamohan
2) Dr. Ramkumar Dhruva
3) Mr. Dirk Bremm
Knowledge of finance, accounting, financial reporting. 1) Mr. Pradip P. Shah
2) Mrs. Shyamala Gopinath
3) Mr. Narendranath J. Baliga
Specialist knowledge and experience in law, corporate 1) Mr. R. A. Shah
governance & compliance. 2) Mr. Pradeep Chandan
Knowledge and experience in Marketing. Mr. Arun Bewoor
Expertise in technical management i.e. Manufacturing Sites. Mr. Rajesh Naik

48 Annual Report 2019-2020


3. AUDIT COMMITTEE
The Board of Directors of the Company constituted an Audit Committee on 1st March, 2001. The Chairperson of
the Audit Committee, Mrs. Shyamala Gopinath is an Independent Non-Executive Director. During the financial year
2019-2020, 4 Audit Committee Meetings were held on 30th April, 2019, 6th August, 2019, 7th November, 2019 and
11th February, 2020 respectively.
The present composition of the Audit Committee is as follows:
No. of Meetings during FY 2019-2020
Name Date of appointment
Held Attended

Mrs. Shyamala Gopinath, Chairperson 1 April, 2019


st
4 4

Mr. R. A. Shah 1st March, 2001 4 4

Mr. Pradip P. Shah 1st March, 2001 4 4

Mr. Arun Bewoor 19th January, 2010 4 4

Mrs. Shyamala Gopinath is the Independent part-time Non-Executive Chairperson of HDFC Bank Limited. As Deputy
Governor of the Reserve Bank of India (RBI) for seven years and member of the RBI’s Board of Directors, she guided
and influenced national policies in diverse areas of financial sector regulation and supervision, the development
and regulation of financial markets, capital account management, management of government borrowings,
foreign exchange reserves management and payment and settlement systems. She has served on several
Committees of RBI. During 2001 to 2003, she worked as senior financial sector expert in the Monetary Affairs
and Exchange Department of the International Monetary Fund (Financial Institutions Division). She has served
as the Chairperson of the Advisory Board on Bank, Commercial and Financial Frauds for two years from 2012
to 2014.

Mr. R. A. Shah is a Solicitor and a senior partner of M/s. Crawford Bayley & Co., a reputed firm of Advocates &
Solicitors in Mumbai. He has specialized in a broad spectrum of Corporate Laws with special focus on Foreign
Investments, Joint Ventures, Technology and Licence Agreements, Intellectual Property Rights, Mergers &
Acquisitions, Industrial Licensing, Anti-Trust and Competition Law.

Mr. Pradip P. Shah is a Chartered Accountant and MBA from Harvard University. He is also a Cost Accountant. He
has served on several expert committees of State and Central Governments and was a Director on the Regional
Board of the Reserve Bank of India.

Mr. Arun Bewoor holds a Bachelor’s degree in Science from Pune University. He has also done his Advance
Management Education from IIM, Ahmedabad and Columbia University, New York, USA.

All the members of the Audit Committee are professionals and financially literate within the meaning of Regulation
18 of the SEBI Listing Regulations as amended.

Mr. Narendranath J. Baliga, Chief Financial Officer of the Company was present at all the meetings of the Audit
Committee as a Permanent Invitee.

Mr. Pradeep Chandan, Director – Legal, General Counsel (South Asia) & Company Secretary was appointed as
Secretary of the Audit Committee on 2nd April, 2010 and was present at all the meetings of the Audit Committee.

The constitution of the Audit Committee meets with the requirements of Regulation 18 and Schedule II Part C of
the SEBI Listing Regulations as amended and Section 177 of the Companies Act, 2013.

The minutes of the meetings of the Audit Committee are noted at the Board Meetings. The Chairperson of
the Audit Committee, Mrs. Shyamala Gopinath was present at the 75th Annual General Meeting held on
19th July, 2019.

Statutory Auditors, Internal Auditors and Cost Auditors are invited to the meetings, as required.

The key terms of reference of the Audit Committee (stipulated by the Board) are as under:
a. Oversight of the Company’s financial reporting process and disclosure of the financial information to ensure that
the financial statements are correct, sufficient and credible.

b. Recommend the appointment, re-appointment and, if required, replacement or removal of Statutory Auditors
and Cost Auditors, fixation of the audit fees and approving payments for any other services.

BASF India Limited 49


c. Review with the Management, the annual and quarterly financial statements/results and auditor’s report thereon
before submission to the Board, focusing primarily on:
 Matters required to be included in the Directors’ Responsibility Statement forming part of the Board’s
Report in terms of clause (c) of sub-section 3 of Section 134 of the Companies Act, 2013.
 Changes, if any, in the accounting policies, practices and reasons for the same.
 Major accounting entries involving estimates based on exercise of judgment by the Management.
 Significant adjustments made in the financial statements arising out of audit findings.
 Compliance with listing & other legal requirements concerning financial statements.
 Disclosure of any related party transactions.
 Modified opinion(s) in draft audit report.

d. Review with the Management, the performance of Statutory and Internal Auditors and adequacy of internal
control systems.
e. Review and monitor Auditors’ independence, performance and effectiveness of audit process.
f. Approval or any subsequent modification of transactions of the Company with related parties.
g. Scrutiny of inter-corporate loans and investments.
h. Valuation of undertakings or assets of the Company.
i. Evaluation of internal financial controls and risk management systems.
j. Review the adequacy of internal audit function, including if applicable, the structure of the internal audit
department, staffing and seniority of the official heading the department, reporting structure, coverage and
frequency of internal audit.
k. Discussions with the Internal Auditors of any significant findings and follow-up thereon.
l. Review the findings of any internal investigations by the Internal Auditors into matters where there is suspected
fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to
the Board.
m. Discussions with Statutory Auditors before the audit commences, of the nature and scope of audit as well as
have post-audit discussion to ascertain any areas of concern.
n. Look into the reasons for substantial defaults in payments to depositors, debenture holders, shareholders
(in case of non-payment of declared dividend) and creditors.
o. Review the Company’s financial and risk management policies.
p. Review the functioning of the Whistle Blower mechanism.
q. Appointment of Chief Financial Officer and terms of his appointment.
r. Monitoring the end use of the funds raised through public offers, if any and other related matters.
s. Reviewing the annual cost audit report submitted by the Cost Auditors.
t. Reviewing the following information:
• Management discussion and analysis of financial condition and results of operations;
• Statement of significant related party transactions;
• Management letters/letters on internal control weaknesses issued by the Statutory Auditors;
• Internal audit reports relating to internal control weaknesses;
• The appointment, removal and terms of remuneration of the Chief Internal Auditor.

The Audit Committee is vested with the necessary powers, as defined in its charter, to achieve its objectives.

4. NOMINATION & REMUNERATION COMMITTEE


The Board of Directors of the Company constituted a Nomination & Remuneration Committee on 29th July, 2013.
The Chairman of the Nomination & Remuneration Committee, Mr. R. A. Shah, is an Independent Non-Executive
Director. During the financial year 2019-2020, 2 meetings of the Nomination & Remuneration Committee were held
on 6th June, 2019 and 11th February, 2020 respectively.

50 Annual Report 2019-2020


The present composition of the Nomination & Remuneration Committee is as follows:
Name Date of appointment No. of Meetings during FY 2019-2020
Held Attended

Mr. R. A. Shah, Chairman 29th July, 2013 2 2

Mr. Pradip P. Shah 29 July, 2013


th
2 2

Mrs. Shyamala Gopinath 1 April, 2019


st
2 2


Mr. Pradeep Chandan was appointed as Secretary of the Nomination & Remuneration Committee on 29th July,

2013 and was present at all the meetings of the Nomination & Remuneration Committee.
The minutes of the meetings of the Nomination & Remuneration Committee are noted at the Board Meetings. The
Chairman of the Nomination & Remuneration Committee, Mr. R. A. Shah, was present at the 75th Annual General
Meeting held on 19th July, 2019.
The key terms of reference of the Nomination & Remuneration Committee (stipulated by the Board) are as under:
– Formulate the criteria for determining qualifications, positive attributes and independence of a Director and
recommend to the Board, a policy relating to the remuneration of Directors, Key Managerial Personnel and
other employees.
– Formulate criteria for evaluation of the performance of Independent Directors and the Board;
– Devise a policy on Board diversity;
– Identify persons who are qualified to become Directors and who may be appointed in Senior Management in
accordance with the criteria laid down and recommend to the Board their appointment and removal.
– 
Extend or continue the term of appointment of the Independent Directors on the basis of the report of
performance evaluation of the Independent Directors.
– Recommend to the Board, the remuneration payable to Senior Management.

• Performance Evaluation Criteria for Independent Directors


The Nomination & Remuneration Committee has formulated the criteria for evaluation of Independent
Directors and the performance of the Independent Directors was evaluated during the year based on the
said criteria.

• Performance Evaluation of the Board


The Board carries out the evaluation of the performance of Directors and Committees of the Board.
The purpose of the evaluation is to assess the performance of the Directors in discharging their responsibilities
and to evaluate how effectively the Board, the Directors and the Committees were fulfilling their role
and duties.
An annual evaluation of the Board is conducted to assess the performance of the Board as a whole and that
of individual Board members. Performance is assessed based on clearly defined objective criteria, which are in
line with the Company’s policy. Performance is measured against commitments and best-in-class benchmarks.
Plans for orderly succession of the Senior Management are also in place.
As required under Regulation 25 of the SEBI Listing Regulations, a separate meeting of the
Independent Directors of the Company was also held on 22nd May, 2020 to evaluate the performance of
the Chairman, Non-Independent Directors and the Board as a whole and also to assess the quality, quantity
and timeliness of flow of information between the management of the Company and the Board.

• Remuneration of Independent Non-Executive Directors


The remuneration to be paid to the Independent Non-Executive Directors is decided by the Board based
on the recommendation of the Nomination & Remuneration Committee and subject to the approval of the
shareholders of the Company. The remuneration shall not exceed 1% of the net profit of the Company for each
financial year calculated as per the provisions of the Companies Act, 2013. The Independent Non-Executive
Directors of the Company did not receive any commission from the Company for the financial year ended
31st March, 2020. Only sitting fees as approved by the Board were paid to the Independent Non-Executive
Directors for attending the meetings of the Board and/or Committee thereof. Reference may be made to
table (b) on page 52 for details of sitting fees paid to Independent Non-Executive Directors for the financial
year ended 31st March, 2020.

BASF India Limited 51


• Criteria for payment of sitting fees to Independent Non-Executive Directors
The criteria for payment of sitting fees to Independent Non-Executive Directors is based on:
a) Company’s operations.
b) Number of Board Meetings & Committee Meetings attended during the financial year.
c) Time devoted towards the affairs of the Company.
d) Performance of the Company during the financial year.

• Policy on Remuneration to the Managing Director, Whole-time Director and Key Managerial Personnel
(KMP)
Remuneration to the Managing Director and Whole-time Directors shall be in accordance with the provisions of the
Companies Act, 2013. Increments to the existing remuneration/ compensation structure shall be recommended
by the Nomination & Remuneration Committee to the Board, which shall be within the overall maximum limits
of managerial remuneration approved by the shareholders for the Managing Director and Whole-time Directors
of the Company. The overall managerial remuneration in respect of any financial year shall be in accordance
with the limits laid down under Section 197 and Schedule V of the Companies Act, 2013.
If in any financial year, the Company has no profits or its profits are inadequate, the Company shall make
payment of remuneration within the maximum limits as minimum remuneration to the Managing Director and
Whole-time Directors of the Company based on the approval of the Nomination & Remuneration Committee,
Board and subject to the approval of the shareholders and such other approvals, as may be required, in
accordance with the provisions of Section 197 and Schedule V of the Companies Act, 2013.
During the financial year 2019-2020, the payment of remuneration to the Managerial Personnel was in
accordance with the relevant provisions laid down under the Companies Act, 2013.
The Company does not have an Employee Stock Options Scheme for its Directors and Employees.

Details of remuneration paid/payable to all the Directors during the year 2019-2020 are as under:

(a) MANAGING/ WHOLE-TIME/ ALTERNATE DIRECTORS


(Amount in Rupees per annum)
Remuneration Mr. Narayan Mr. Narendranath Mr. Pradeep Mr. Rajesh Total
Krishnamohan J. Baliga* Chandan** Naik

Salary & Benefits @ 36,130,850 16,119,575 15,918,546 14,005,014 82,173,985

Performance Linked
Incentive # 9,290,178 3,865,524 2,114,475 2,250,975 17,521,152

Total 45,421,028 19,985,099 18,033,021 16,255,989 99,695,137

@ 
Salary & Benefits includes Salary, Benefits, Provident Fund and Superannuation but excluding provision for
contribution to Gratuity Fund, Group Insurance, long service awards and any benefits under Option Program of
BASF SE, Parent Company.
The Ultimate Holding Company (‘BASF SE’) offers Share Price based compensation program (‘option program’)
for Senior Executives of BASF group & Mr. Narayan Krishnamohan and Narendranath J. Baliga are eligible for this
option program.
# Performance Linked Incentive is based on achievements against pre-agreed targets.
* 
Mr. Narendranath J. Baliga had been appointed as Chief Financial Officer & Alternate Director. Being in the
whole-time employment of the Company, he is deemed to be Whole-time Director of the Company.
** Mr. Pradeep Chandan had been appointed as Company Secretary & Alternate Director. Being in the whole-time
employment of the Company, he is deemed to be Whole-time Director of the Company.

(b) INDEPENDENT NON-EXECUTIVE DIRECTORS


The Board of Directors of the Company had approved the payment of sitting fees to the Independent
Non-Executive Directors for attending the Board and/or other Committee meetings. The details of the
sitting fees paid to them during the financial year ended 31st March, 2020 are as follows:

Mr. R. A. Shah Mr. Pradip P. Shah Mr. Arun Bewoor Mrs. Shyamala Gopinath

Rs. 12,75,000 Rs. 12,25,000 Rs. 12,25,000 Rs. 13,25,000

(c) No remuneration was paid to the Non-Executive Foreign Directors during the financial year 2019-2020.

52 Annual Report 2019-2020


5. STAKEHOLDERS’ RELATIONSHIP COMMITTEE
The Board of Directors of the Company constituted a Shareholders’/ Investors’ Grievance Committee on
1st March, 2001. The said Committee was renamed as Stakeholders’ Relationship Committee on 31st July, 2014.
The Chairperson of the Stakeholders’ Relationship Committee, Mrs. Shyamala Gopinath, is an Independent
Non-Executive Director. During the financial year 2019-2020, 1 meeting of the Stakeholders’ Relationship Committee
was held on 7th November, 2019. The minutes of the meeting of the Stakeholders’ Relationship Committee was
noted at the Board Meeting. The Chairperson of the Stakeholders’ Relationship Committee, Mrs. Shyamala
Gopinath was present at the 75th Annual General Meeting held on 19th July, 2019.

The present composition of the Stakeholders’ Relationship Committee is as follows:


No. of Meetings during FY 2019-2020
Name Date of appointment
Held Attended
Mrs. Shyamala Gopinath, Chairperson 1st April, 2019 1 1

Mr. Arun Bewoor 19 January, 2010


th
1 1

Mr. Narayan Krishnamohan 1st April, 2019 1 1

Mr. Rajesh Naik 15th May, 2017 1 1

Mr. Pradeep Chandan is the Secretary of the Stakeholders’ Relationship Committee and has attended the meeting
held in the financial year 2019-2020.
The terms of reference of the Stakeholders’ Relationship Committee covers the matters specified in Part D of the
Schedule II of the SEBI Listing Regulations as amended. The Committee looks into redressal of shareholders’ and
investors’ complaints/ grievances. The Committee also looks into complaints concerning transfer/ transmission of
shares, non-receipt of annual report, non-receipt of declared dividends, issue of new/ duplicate certificates etc.
The Committee also reviews measures taken for effective exercise of voting rights by shareholders. The Committee
also oversees the performance of the Registrar and Share Transfer Agent and recommends measures for overall
improvement in the quality of investor service. The Committee also reviews various measures and initiatives
taken by the Company for reducing the quantum of unclaimed dividends and ensuring timely receipts of dividend
warrants, annual reports by the shareholders of the Company.
All matters related to shares vis-à-vis transfers, deletions, transmissions, dematerialization and rematerialization
of shares, etc. have been duly attended to by the Company within the prescribed time lines during the financial
year 2019-2020.

Name, designation and address of the Compliance Head is as follows:


Mr. Pradeep Chandan
Director – Legal, General Counsel (South Asia) & Company Secretary
BASF India Limited
The Capital, ‘A’ Wing, 1204-C,
12th Floor, Plot No. C-70, ‘G’ Block,
Bandra-Kurla Complex,
Bandra (East), Mumbai-400051.
Tel: +91 22 62785600/ 67243700/ 67243800
E-mail ID: [email protected] ; Website: www.basf.com/in

A summary of the complaints received, cleared/pending during the financial year under review are given below:
Number of Complaints

Particulars As on Received during Cleared/attended Pending as on


1st April, 2019 the financial year during the 31st March, 2020
financial year
Non-receipt of dividend warrants NIL NIL NIL NIL

Non-receipt of share certificates after transfer, NIL NIL NIL NIL


deletion of name, transmission, consolidation
of folios & share certificates, correction of
name etc

Non-receipt of Annual Report NIL NIL NIL NIL

SEBI Complaints Redressal System 1 15 16 NIL


(SCORES) and Stock Exchanges
(BSE/NSE)

Total 1 15 16 NIL

BASF India Limited 53


There were no investor grievances which remained unattended/pending for resolution for more than 30 days.
Requests for share transfers and dematerialization received during the financial year have been processed within
the time limit prescribed under the SEBI Listing Regulations.

6. RISK MANAGEMENT COMMITTEE


Securities and Exchange Board of India (SEBI) vide its notification dated 9th May, 2018 had amended the SEBI
Listing Regulations which mandates top 500 listed entities based on market capitalisation as at the end of the
immediate previous financial year, to constitute a Risk Management Committee comprising of majority of
the members of the Board of Directors of the Company with effect from 1st April, 2019.
In view of the above and being one of such top 500 listed entities, the Board of Directors of the Company at their
Board Meeting held on 28th March, 2019 constituted the Risk Management Committee of the Company with effect
from 1st April, 2019.
During the financial year 2019-2020, 1 meeting of the Risk Management Committee was held on 6th June, 2019.
The minutes of the meeting of the Risk Management Committee was noted at the Board Meeting. The Chairman
of the Risk Management Committee, Mr. Narayan Krishnamohan was present at the 75th Annual General Meeting
held on 19th July, 2019.

The present composition of the Risk Management Committee is as under:

Name Date of appointment No. of Meetings during FY 2019-2020

Held Attended

Mr. Narayan Krishnamohan, Chairman 1st April, 2019 1 1

Mr. Pradip P. Shah, Member 1 April, 2019


st
1 1

Mr. Arun Bewoor, Member 1st April, 2019 1 1

Mrs. Shyamala Gopinath, Member 1st April, 2019 1 1

Mr. Narendranath J. Baliga, 1st April, 2019 1 1


Chief Financial Officer

Mr. Pradeep Chandan, Director - Legal, General Counsel (South Asia) & Company Secretary is appointed as the
Secretary to the Risk Management Committee with effect from 1st April, 2019 and has attended the committee
meeting held in the financial year 2019-2020.

The terms of reference of the Risk Management Committee is as follows:


– Monitor and review Risk Management Plan as approved by the Board;
– Review and recommend Risk Assessment Report and Risk Management Report for approval of the Board.
– Ensure that appropriate system of risk management is in place.
– 
Oversee recent developments in the Company and periodic updating of Company’s Enterprise Risk
Management Program for assessing, monitoring and mitigating the risks.
– Annually review the adequacy of the Company’s resources to perform its risk management responsibilities and
achieve objectives.
– Carry out such responsibilities as may be assigned by the Board from time to time.

CEO/CFO Certificate
A certificate from the Chief Executive Officer (Managing Director) and the Chief Financial Officer on the financial
statements and other matters of the Company as provided in Regulation 17(8) and Part B of Schedule II of the SEBI
Listing Regulations for the financial year ended 31st March, 2020 was placed before the Board at its meeting held
on 22nd May, 2020 and the same is also annexed to this Report.

7. ANNUAL GENERAL MEETINGS


(a) During the last three years, your Company’s Annual General Meetings (AGMs) were held at Yashwantrao
Chavan Pratishthan Auditorium, Y. B. Chavan Centre, General Jagannath Bhosale Marg, Nariman Point,
Mumbai – 400021 on the following dates:
1. 19th July, 2019 at 3.00 p.m.
2. 10th August, 2018 at 3.00 p.m.
3. 28th September, 2017 at 3.00 p.m.

54 Annual Report 2019-2020


No Special Resolutions were passed at the 74th Annual General Meeting held on 10th August, 2018. However,
Special Resolutions were passed at the previous Annual General Meetings held on 19th July, 2019 and
28th September, 2017 in respect of the following matters and the same were approved with the requisite majority.

75th AGM: 19th July, 2019

1. Re-appointment of Mr. Narendranath J. Baliga (DIN: 07005484) as an Alternate Director of the


Company and being in the whole-time employment deemed as a Whole-time Director of the Company
for a period of five years with effect from 1st January, 2020 to 31st December, 2024 and related terms
of appointment including remuneration.

73rd AGM: 28th September, 2017

1. Appointment of Mr. Rajesh Naik (DIN:06935998) as Whole-time Director of the Company for a period
of 2 years from 1st April, 2017 to 31st March, 2019 and fixation of his remuneration.

2. Appointment of Dr. Lakshmi Nadkarni (DIN:07076164) as Alternate Director to Dr. Andrea Frenzel
and by virtue of being in whole-time employment of the Company as a Whole-time Director for a
period of 2 years from 1st April, 2017 to 31st March, 2019 and fixation of her remuneration.

3. Payment of remuneration within maximum limits, as minimum remuneration to the Managerial


Personnel in the event of losses or inadequacy of profits.

Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies
(Management and Administration) Rules, 2014 as amended and Regulation 44 of the SEBI Listing Regulations
as amended, the Company had extended remote e-voting facility to its members to cast their votes electronically
on all resolutions set forth in the Notice convening the 75th Annual General Meeting held on 19th July, 2019.
On the day of the Annual General Meeting, the Company also conducted e-voting facility at the venue on all
the resolutions and the resolutions were passed with the requisite majority.
During the Financial Year 2019-2020, there were no special resolutions passed by way of Postal Ballot.

(b) Attendance of Directors at 75th AGM during the last financial year:
All the Directors of the Company, except Mr. Dirk Bremm (appointed post AGM) were present at the last AGM
held on 19th July, 2019.

8. DETAILS OF DIRECTOR SEEKING  RE-APPOINTMENT


Brief resume of the Director seeking re-appointment is as under:
Mr. Dirk Bremm (DIN: 08511847) is presently 47 years of age. He studied Business Administration at the Leipzig
Graduate School of Management, Leipzig, Germany. He joined BASF SE as Staff to a Division Head in 2000.
Thereafter, in 2002, he became the Head of Plastics & Polyurethane Division, BASF South Africa (Pty.) Ltd.
In 2004, he was appointed as Group Leader Sales, Polyamide & Intermediates Europe, BASF SE. From 2007-2011,
he operated as Vice President, Business Management Coatings Solutions Mexico. In 2012, he served as
Senior Vice President, Construction Chemicals Retail Europe, BASF Construction Chemicals, Mannheim, Germany
and from 2013-2016, he was the Senior Vice President, Construction Chemicals Americas, BASF Corporation.
Since 2017, Mr. Dirk Bremm is the President, BASF Coatings GmbH, Münster, Germany. Mr. Dirk Bremm does
not hold any shares of the Company. He does not hold any Directorship/ Committee positions in any other public
company in India.

9. DISCLOSURES

(a) The Company does not have any subsidiary.


(b) The Company has formulated a policy for dealing with Related Party Transactions, which has been duly
approved by the Board. The Policy is available on the website of the Company www.basf.com/in in the
‘Investor Relations’ section. All the transactions of the Company with its related parties were on arms’ length
basis and in the ordinary course of business. All the related party transactions have been approved by the
Audit Committee and the Board of the Company. The register of contracts containing the transactions in which
Directors are interested is placed before the Board for its approval at every Board Meeting. Transactions with
Related Parties as per requirements of IND-AS are disclosed in Note No. 45 to the Financial Statements in
the Annual Report and they are not in conflict with the interest of the Company.

BASF India Limited 55


(c) 
The Company has complied with the requirements of the Stock Exchanges, Securities and Exchange
Board of India (SEBI) and other statutory authorities on all matters relating to capital markets during
the last three years. No strictures or penalties have been imposed on the Company either by SEBI or the
Stock Exchanges or any other statutory authority for non-compliance of any matter related to the
capital markets.

(d) The Company has formulated a Whistle Blower Policy which provides adequate safeguards against victimization
of Employee(s)/ Director(s)/ 3rd parties who avail of the mechanism and also provides direct access to the
Chairman of the Audit Committee in exceptional cases as detailed in the Policy. The details of the Whistle
Blower Policy are available on the website of the Company www.basf.com/in in the ‘Investor Relations’
section. No person has been denied access to the Chairman of the Audit Committee.

(e) The Company has complied with the mandatory requirements of Corporate Governance as stipulated under
Schedule V of the SEBI Listing Regulations.

(f) Risk Management:

The Company has a mechanism in place to inform the Board about the risk assessment and minimization
procedures and periodical review to ensure that management controls risk through means of a properly
defined framework.

(g) The Company manages its foreign exchange risks by hedging its net exposure with the use of appropriate
hedging instruments (e.g. forward contracts). The derivatives are used only for hedging purposes and
speculation is strictly prohibited.

(h) Credit Rating:

The credit rating awarded to your Company by CRISIL on its long term & short-term debt programs is ‘CRISIL
AAA under “Rating Watch with Negative Implications”. The ratings on the Fixed Deposits and Commercial
Paper have been reaffirmed at ‘FAAA/Stable’ and ‘CRISIL A1+’, respectively.

Further, India Ratings and Research Private Limited has maintained a credit rating of “IND A1+” for the
Commercial Paper Programme of Rs. 7500 Million. Instruments with these ratings are considered to have the
highest degree of safety regarding timely servicing of financial obligations & carry lower credit risk.

(i) The Management Discussion & Analysis Report forms part of this Annual Report.

(j) The Company has complied with the corporate governance requirements specified in Regulations 17 to 27
and the mandatory requirements under Schedule II and Regulation 46 of the SEBI Listing Regulations as
amended.

(k) 
The Corporate Governance Report of the Company for the financial year ended 31st March, 2020 is in
compliance with the SEBI Listing Regulations.

(l) The status of adoption of the non-mandatory requirements as specified in sub-regulation 1 of Regulation 27
of the SEBI Listing Regulations is as follows:

i. The Board: Mr. Pradip P. Shah, Independent Non-Executive Director is the Chairman of the Company with
effect from 1st April, 2019;

ii. Shareholder Rights: Half-yearly and other quarterly results are published in newspapers and also uploaded
on Company’s website www.basf.com/in;

iii. 
Modified opinion(s) in audit report: The Company has a regime of un-qualified financial statements.
Auditors have not raised any qualification on the financial statements;

iv. Separate posts of Chairperson and Managing Director:

– Mr. Pradip P. Shah, Independent Non-Executive Director has been appointed as the Chairman of the
Company with effect from 1st April, 2019;

– Mr. Narayan Krishnamohan has been appointed as Managing Director of the Company with effect from
1st April, 2019 for a term of 5 years.

v. Reporting of Internal Auditor: M/s Mahajan & Aibara, Chartered Accountants, Mumbai, Internal Auditors
of the Company reports to the Audit Committee.

56 Annual Report 2019-2020


(m) Mr. Hemant Shetye, Partner, HS Associates, Practicing Company Secretary, has certified that none of the
Directors on the Board of the Company have been debarred or disqualified from being appointed or continuing
as Directors of Companies by the Board/ Ministry of Corporate Affairs or any such statutory authority.
The same is annexed hereto as Annexure-1.

(n) The total aggregate fees paid to M/s. Price Waterhouse Chartered Accountants LLP (including all its network
entities/firms) is Rs. 16.03 million.

(o) 
Prevention of Sexual Harassment at the Workplace: Details are provided on page no. 9 of this
Annual Report.

10. MEANS OF COMMUNICATION

• The Quarterly and Half-yearly Unaudited Financial Results are generally published in widely circulating national
and local newspapers such as ‘Business Standard’ (in English) and ‘Mumbai Tarun Bharat’ (in Marathi).
• The Company’s Financial Results/official news releases and other important Investor related information
are periodically displayed and updated on the Company’s website, viz., www.basf.com/in in the ‘Investor
Relations’ section.

11. GENERAL SHAREHOLDERS INFORMATION

(a) The Annual General Meeting of the Company will be held on Thursday, 6th August, 2020 at 3.00 p.m. through
Video Conferencing/ Other Audio Visual Means.

(b) The Company’s financial year begins on 1st April and ends on 31st March.

Financial Calendar — Results for quarter ending June 30, 2020 1st week of August, 2020
(tentative)
Annual General Meeting 6th August, 2020

Results for quarter ending September 30, 2020 2nd week of November, 2020

Results for quarter ending December 31, 2020 5th week of January, 2021

Results for the year ending March 31, 2021 1st /2nd week of May, 2021

(c) Period of book closure: Friday, 24th July, 2020 to Thursday, 30th July, 2020 (both days inclusive) for the purposes
of Annual General Meeting and payment of dividend.

(d) Dividend payment date: On or after 11th August, 2020.

(e) Listing on Stock Exchanges: The equity shares of the Company are listed on the following Stock Exchanges:

Name of the Stock Exchange Address

BSE Ltd. (BSE) Phiroze Jeejeebhoy Towers, Dalal Street,


Mumbai – 400001

The National Stock Exchange of India Limited (NSE) Exchange Plaza, Plot No. C/1, G Block,
Bandra-Kurla Complex Bandra (East),
Mumbai – 400051

The Company has paid the annual listing fees for the financial year 2020-2021 to both the Stock Exchanges.

(f) Stock Code : 500042


SYMBOL : BASF
Demat ISIN No. (NSDL & CDSL) : INE373A01013

BASF India Limited 57


(g) Market Price Data:
High/low market price of the Company’s equity shares traded on BSE Ltd. and The National Stock Exchange
of India Limited during each month in the last financial year ended on 31st March, 2020 is furnished below
along with a graph indicating the performance of Company’s share price in comparison with the BSE Sensex:

SHARE PRICES (HIGH/LOW) OF BASF INDIA LIMITED FOR THE PERIOD APRIL 2019 TO MARCH 2020

(Share prices in Rs.)

BSE NSE
MONTH HIGH (DATE) LOW (DATE) MONTH HIGH (DATE) LOW (DATE)
April 1489.00 1308.25 April 1494.05 1308.25
(01.04.2019) (30.04.2019) (01.04.2019) (30.04.2019)
May 1415.90 1184.00 May 1421.00 1183.30
(28.05.2019) (15.05.2019) (28.05.2019) (15.05.2019)
June 1469.50 1299.90 June 1472.95 1301.00
(12.06.2019) (20.06.2019) (12.06.2019) (20.06.2019)
July 1348.55 1015.00 July 1347.90 1013.80
(01.07.2019) (31.07.2019) (01.07.2019) (31.07.2019)
August 1136.05 973.70 August 1138.05 975.00
(06.08.2019) (23.08.2019) (06.08.2019) (22.08.2019)
September 1138.00 978.00 September 1141.00 975.05
(24.09.2019) (19.09.2019) (24.09.2019) (20.09.2019)
October 1029.60 896.85 October 1029.00 920.00
(30.10.2019) (15.10.2019) (30.10.2019) (16.10.2019)
November 1037.00 937.80 November 1040.00 936.50
(05.11.2019) (21.11.2019) (05.11.2019) (21.11.2019)
December 1031.50 942.00 December 1032.00 941.00
(27.12.2019) (18.12.2019) (27.12.2019) (18.12.2019)
January 1087.95 947.00 January 1088.00 969.95
(17.01.2020) (06.01.2020) (17.01.2020) (13.01.2020)
February 1118.70 805.65 February 1115.00 809.15
(28.02.2020) (26.02.2020) (28.02.2020) (26.02.2020)
March 1224.80 795.00 March 1225.00 903.25
(05.03.2020) (13.03.2020) (05.03.2020) (13.03.2020)

MONTHLY HIGH-LOW BASF SHARE PRICE/ BSE SENSEX FROM APRIL 2019 TO MARCH 2020

Monthly High-Low BASF India’s Share Price/BSE Sensex from April 2019 to March 2020
2500 45,000.00
41,809.96 42,273.87 41,709.30
41,163.79
39,487.45 40,124.96 40,312.07 40,032.41 40,392.22
39,441.12 39,083.17 40,000.00
37,807.55 40,014.23 40,135.37 40,476.55
38,460.25 38,870.96 38,219.97
2000 36,956.10 37,128.26 37,415.83
36,102.35 35,987.80 35,000.00

30,000.00
BASF Share Price

1489 1470
1500 1416
BSE Sensex

1349
25,638.90
25,000.00
1225
1308 1300 1136 1138 1119
1088
1184 1030 1037 1032 20,000.00
1000
1015 978
974 947
897 938 942 15,000.00
806 795

10,000.00
500

5,000.00

0 0.00
April-19 May-19 June-19 July-19 Aug-19 Sep-19 Oct-19 Nov-19 Dec-19 Jan-20 Feb-20 Mar-20
Period
BSE Sensex BASF Share Price

58 Annual Report 2019-2020


(h) Registrar & Share Transfer Agent: TSR Darashaw Consultants Private Limited
Registered Office & Investors Relation Centre
TSR Darashaw Consultants Private Limited
Unit : BASF India Limited
6, H. M. Patrawala Industrial Estate,
Near Famous Studio, 20, Dr. E. Moses Road,
Mahalaxmi (West), Mumbai – 400011.
Tel. No. : +91 22 66568484 Extn: 411/412/413
Fax No. : +91 22 66568494
Email : [email protected]

The details of contact person of TSR Darashaw Consultants Private Limited is as follows:

Name Phone No. Fax No.


Ms. Kshama Ghole/ Ms. Mary George 022 - 66568484 022 - 66568494

(i) Share Transfer System: Presently, share transfers which are received in physical form are processed by the
Registrar & Share Transfer Agent and approved by the Company within a period of 15 days from the date of
lodgment, subject to the transfer documents being found proper and complete in all respects.

(j) The distribution of the shareholding of the Company as on 31st March, 2020 was as follows:

Category (No. of shares) No. of shareholders Percentage No. of shares Percentage


1-500 38,732 95.02 2,406,843 5.56
501-1000 1,102 2.70 831,773 1.92
1001-2000 497 1.22 704,277 1.63
2001-3000 154 0.38 377,577 0.87
3001-4000 71 0.17 251,269 0.58
4001-5000 62 0.15 285,229 0.66
5001-10000 75 0.18 526,939 1.22
10001 and above 75 0.18 37,901,733 87.56
Total 40,768 100.00 43,285,640 100.00

(k) The shareholding pattern of the Company as on 31st March, 2020 was as follows:

Category No. of shares % of total capital

Foreign Promoters 31,743,220 73.33


Directors and relatives of Directors 130 0.00
NRIs, FIIs and FPIs 1,766,615 4.08
Mutual Funds 705,303 1.63
State Government 30 0.00
Insurance Companies 2,620,436 6.06
Nationalized and other Banks 23,013 0.05
Domestic Corporate Bodies / Trusts / Clearing 680,936 1.57
Members / LLPs
Resident Individual Investors 5,631,387 13.01
Investor Education & Protection Fund 114,570 0.27
Total 43,285,640 100.00

BASF India Limited 59


(l) Dematerialization of shares: The Company’s equity shares are held in dematerialized form by the National
Securities Depository Limited (NSDL) and the Central Depository Services (India) Limited (CDSL) under ISIN
INE373A01013. As on 31st March, 2020, 42,865,119 equity shares, representing 99.03% of the voting capital
of the Company have been dematerialized.
(m) As of date, the Company has not issued GDRs/ADRs/Warrants or any convertible instruments.
(n) Locations of Manufacturing Plants as on 31st March, 2020:

Nellore, Andhra Pradesh Dahej, Gujarat

Plot 1 & 1A, APIIC Industrial Park, 4B, Dahej Industrial Estate,
Menakur village, Block B, Village Dahej, Taluka Vagra,
Naidupet Mandal, SPSR Nellore District, District Bharuch,
Andhra Pradesh. Gujarat – 392130.

Nalagarh, Himachal Pradesh Kharagpur, West Bengal

Khasra No. 87/1 Village: Beer Plassis, Plot No. F-7, Vidyasagar Industrial Park,
Nalagarh, District: Solan, Himachal Pradesh. Kharagpur, Paschim Medinipur, West Bengal.

Navi Mumbai, Maharashtra

Plot Nos. C-68, TTC Industrial Area, MIDC Plot Nos. 12 & 13, TTC Industrial Area, MIDC,
Thane-Belapur Road, Turbhe, Thane-Belapur Road, Turbhe,
Navi Mumbai – 400613, Maharashtra. Navi Mumbai – 400705, Maharashtra.

Mangalore, Karnataka

Bala/Thokur Village, Surathkal-Bajpe Road, Mangalore Taluka, Dakshina Kannada District, Karnataka – 575030.

(o) Address for correspondence:


Mr. Pankaj Bahl, Manager – Company Secretarial
The Capital, ‘A’ Wing, 1204-C,
12th Floor, Plot No. C-70, ‘G’ Block,
Bandra-Kurla Complex,
Bandra (East), Mumbai – 400051
Tel: +91 22-62785600/ 67243700/ 67243800
Email: [email protected]

(p) Top Ten Shareholders of the Company as on 31st March, 2020:

Sr. No. Name of the Shareholder(s) No. of shares % of the total capital

1. BASF SE 22,835,320 52.75

2. BASF Schweiz AG 8,907,900 20.58

3. BAJAJ Allianz Life Insurance Company Ltd. 1,005,539 2.32

4. General Insurance Corporation of India 690,000 1.59

5. TATA Mutual Fund - TATA Hybrid Equity Fund 672,922 1.55

6. Life Insurance Corporation Of India 516,921 1.19

7. First State Indian Subcontinent Fund 365,123 0.84

8. The Scottish Oriental Smaller Companies Trust PLC 284,933 0.66

9. Atul Limited 261,396 0.60

10. Caisse De Depot Et Placement Du Quebec-First State 236,796 0.55


Investments International Limited

(q) Share price: Rs.1049.60 per share on BSE Limited as on 22nd May, 2020.

60 Annual Report 2019-2020


12. CODE OF CONDUCT
The Company has established a Code of Conduct for its Board Members and Senior Management Personnel.
The Company has also formulated a Code on Prevention of Insider Trading.
The Code of Conduct for the Board Members and Senior Management personnel is available on the Company’s
website at: http://bit.do/basfcodeofconductpolicy
All the Board Members and Senior Management Personnel have complied with the Code of Conduct.

13. DISCLOSURES WITH RESPECT TO DEMAT SUSPENSE ACCOUNT/UNCLAIMED SUSPENSE ACCOUNT


There are no shares lying in the demat suspense account or unclaimed suspense account of the Company and
hence the details of the same are not provided.
On behalf of the Board of Directors
For BASF India Limited

PRADIP P. SHAH NARAYAN KRISHNAMOHAN


Chairman Managing Director
(DIN: 00066242) (DIN:08350849)
Mumbai
Dated: 22nd May, 2020

ANNEXURE-1
CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS
(Pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015)

I have examined the relevant registers, records, forms, returns and disclosures received from the Directors
of BASF INDIA LIMITED having CIN L33112MH1943FLC003972 and having registered office at The Capital, A Wing,
1204-C, 12th Floor, Plot No. C-70 ‘G’ Block, Bandra Kurla Complex, Bandra (East) Mumbai- 400051 (hereinafter referred
to as ‘the Company’), produced before me by the Company for the purpose of issuing this Certificate, in accordance
with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of the Securities & Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015.
In my opinion and to the best of my information and according to the verifications (including Directors Identification Number
(DIN) status at the portal www.mca.gov.in) as considered necessary and explanations furnished to me by the Company &
its officers, I hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year
ended 31st March, 2020 have been debarred or disqualified from being appointed or continuing as Directors of companies
by the Securities and Exchange Board of India, Ministry of Corporate Affairs, or any such other Statutory Authority.

Sr. No. Name of Director DIN Date of Appointment


1. Mr. Pradip P. Shah 00066242 31/01/2000
2. Mr. Narayan Krishnamohan 08350849 01/04/2019
3. Mr. R. A. Shah 00009851 24/04/1968
4. Mr. Arun Bewoor 00024276 19/01/2010
5. Mrs. Shyamala Gopinath 02362921 23/01/2019
6. Dr. Ramkumar Dhruva 00223237 10/08/2018
7. Mr. Dirk Bremm 08511847 21/07/2019
8. Mr. Narendranath J. Baliga 07005484 21/07/2019
9 Mr. Pradeep Chandan 00200067 21/07/2019
10. Mr. Rajesh Naik 06935998 01/08/2014
Ensuring the eligibility of for the appointment / continuity of every Director on the Board is the responsibility of the
management of the Company. Our responsibility is to express an opinion on these based on our verification. This
certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with
which the management has conducted the affairs of the Company.
For HS Associates
Company Secretaries

Hemant Shetye
Partner
FCS No.: 2827
CP No.: 1483
Place: Mumbai
ICSI UDIN: F002827B000308869

BASF India Limited 61


CHIEF EXECUTIVE OFFICER (CEO) & CHIEF FINANCIAL OFFICER (CFO) CERTIFICATION

The Board of Directors


BASF India Limited
The Capital, ‘A’ Wing, 1204-C,
12th Floor, Plot No. C-70, ‘G’ - Block,
Bandra Kurla Complex, Bandra (East),
Mumbai - 400051.
COMPLIANCE CERTIFICATE
As stipulated under Regulation 17(8) and Part B of Schedule II of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, we hereby certify that:
(a) We have reviewed financial statements and the cash flow statement for the year ended 31st March, 2020 and that
to the best of our knowledge and belief:
1) these statements do not contain any materially untrue statement or omit any material fact or contain statements
that might be misleading;
2) these statements together present a true and fair view of the Company’s affairs and are in compliance with
existing accounting standards, applicable laws and regulations.
(b) There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year
ended 31st March, 2020 which are fraudulent, illegal or violative of the Company’s code of conduct.
(c) We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have
evaluated the effectiveness of the internal control systems of the Company pertaining to financial reporting and we
have disclosed to the Auditors and the Audit Committee, deficiencies in the design or operation of such internal
controls, if any, of which we are aware and the steps we have taken or propose to take to rectify these deficiencies.
(d) We have indicated to the Auditors and the Audit Committee:
1) significant changes in internal control over financial reporting during the year;
2) significant changes in accounting policies during the year and that the same have been disclosed in the notes
to the financial statements; and
3) instances of significant fraud of which we have become aware and the involvement therein, if any, of the
management or an employee having a significant role in the Company’s internal control system over financial
reporting.

For BASF India Limited

NARAYAN KRISHNAMOHAN NARENDRANATH J. BALIGA


Mumbai Managing Director Chief Financial Officer
Dated: 20 th May, 2020 (DIN: 08350849) (DIN: 07005484)

AUDITORS’ CERTIFICATE REGARDING COMPLIANCE OF CONDITIONS OF CORPORATE GOVERNANCE


To the Members of BASF India Limited
We have examined the compliance of conditions of Corporate Governance by BASF India Limited, for the year ended
March 31, 2020 as stipulated in Regulations 17, 17A 18, 19, 20, 21, 22, 23, 24, 24A, 25, 26, 27 and clauses (b) to (i)
of sub-regulation (2) of regulation 46 and para C, D and E of Schedule V of the Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended) (collectively referred to as
“SEBI Listing Regulations, 2015”).
The compliance of conditions of Corporate Governance is the responsibility of the Company’s management.
Our examination was carried out in accordance with the Guidance Note on Certification of Corporate Governance, issued
by the Institute of Chartered Accountants of India and was limited to procedures and implementation thereof, adopted
by the Company for ensuring the compliance of the conditions of Corporate Governance. It is neither an audit nor an
expression of opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us, we certify that the
Company has complied with the conditions of Corporate Governance as stipulated in the SEBI Listing Regulations, 2015.
We state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency
or effectiveness with which the management has conducted the affairs of the Company.

For Price Waterhouse Chartered Accountants LLP


Firm Registration Number: 012754N/ N500016
Chartered Accountants

Jeetendra Mirchandani
Partner
Place: Pune Membership Number: 048125
Dated: 22nd May, 2020 UDIN Number: 20048125AAAADY4788

62 Annual Report 2019-2020


Independent Auditors’ Report to the Members of
BASF India Limited
Report on the audit of the Financial Statements
Opinion
1. We have audited the accompanying financial statements of BASF India Limited (“the Company”), which
comprise the Balance Sheet as at March 31, 2020, and the Statement of Profit and Loss (including Other
Comprehensive Income), Statement of Changes in Equity and Statement of Cash Flows for the year then
ended, and notes to the financial statements, including a summary of significant accounting policies and
other explanatory information.
2. In our opinion and to the best of our information and according to the explanations given to us, the
aforesaid financial statements give the information required by the Companies Act, 2013 (“the Act”) in the
manner so required and give a true and fair view in conformity with the accounting principles generally
accepted in India, of the state of affairs of the Company as at March 31, 2020, and total comprehensive
income (comprising of profit and other comprehensive income), changes in equity and its cash flows for
the year then ended.

Basis for Opinion


3. 
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under
section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditors’
Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the
Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India
together with the ethical requirements that are relevant to our audit of the financial statements under the
provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in
accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our opinion.

Emphasis of Matter
4. We draw your attention to the following:
a. Note 35(i) of the financial statements, which describes the status of certain demand notices received
by the Company from the Commercial Tax Department, Karnataka and the management’s assess-
ment in respect of the same, based on the legal advice obtained by the Company.
b. Note 49 of the financial statements, which describes the management’s assessment of the financial
impact of the outbreak of Coronavirus (Covid-19) pandemic situation, for which a definitive assess-
ment of the impact in the subsequent period is dependent upon the circumstances as they evolve.
Our opinion is not modified in respect of these matters.

BASF India Limited 63


Key Audit Matters
5. Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the financial statements of the current period. These matters were addressed in the context of
our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters.

Key audit matter How our audit addressed the key audit matter
Assessment of Provisions and Contingent Our audit procedures included the following:
liabilities •  Understanding and evaluating process and
controls designed and implemented by the
(Refer Notes 17, 35 and 41 to the financial management including testing of operating
statements) effectiveness of the relevant controls;
At March 31, 2020, in respect of certain direct and •  Obtaining details of the related matters,
indirect tax and other litigations (comprising various inspecting the supporting evidences and
claims filed by other parties not acknowledged as critically assessing management’s evaluation
debt), the Company held provisions of Rs. 403.3 through discussions with management on both
million and disclosed contingent liabilities (to the the likelihood of outcome and the magnitude of
extent not provided for) of Rs. 4,404.9 million. potential outflow of economic resources;
The Company undergoes assessment proceedings •  Understanding the current status of the tax
from time to time with direct and indirect tax assessments/ litigations;
authorities and litigations with certain other
parties. There is a high level of management •  Reading recent orders and/ or communication
judgement required in estimating the possible received from the tax authorities and with certain
outflow of economic resources and the level of other parties, and management replies to such
provisioning and/or the disclosures required. The communication;
management’s assessment is supported by advice •  Where relevant, reading the independent tax/
from independent tax and legal consultants, where legal advice obtained by management and
considered necessary by the management. Any, evaluating the grounds presented therein;
unexpected adverse outcomes could significantly •  Evaluating independence, objectivity and
impact the Company’s reported profit and financial competence of the management’s tax / legal
position. consultants;
We considered the above area as a key audit •  Obtaining direct written confirmations from
matter due to associated uncertainty related to the Company’s legal/ tax consultants (internal/
the outcome of these matters and application of external) to confirm the facts and circumstances
judgement in interpretation of law. and assessment of the likely outcome.
• Together with auditor tax experts, assessed the
management’s evaluation of the likelihood of the
potential financial exposure;
• Evaluating the appropriateness of presentation
and disclosure;
Based on the above procedures performed, we did
not identify any material exceptions to management’s
assessment of provisions and contingent liabilities.

Other Information
6. The Company’s Board of Directors is responsible for the other information. The other information comprises
the information included in the directors’ report, report on corporate governance and management discussion
and analysis report but does not include the financial statements and our auditors’ report thereon.
Our opinion on the financial statements does not cover the other information and we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and,
in doing so, consider whether the 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 misstatement of this other information, we
are required to report that fact. We have nothing to report in this regard.

Responsibilities of management and those charged with governance for the financial statements
7. 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 financial statements that give a true and fair view of the financial
position, financial performance, changes in equity and cash flows of the Company in accordance with
the accounting principles generally accepted in India, including the Accounting Standards specified

64 Annual Report 2019-2020


under section 133 of the Act. This responsibility also includes maintenance of adequate accounting
records in accordance with the provisions of the Act for safeguarding of the assets of the Company
and for preventing and detecting frauds and other irregularities; selection and application of appropriate
accounting policies; making judgments and estimates that are reasonable and prudent; and design,
implementation and maintenance of adequate internal financial controls, that were operating effectively
for ensuring the accuracy and completeness of the accounting records, relevant to the preparation
and presentation of the financial statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.
8. In preparing the financial statements, management is responsible for assessing the Company’s ability
to continue as a going concern, disclosing, as applicable, matters related to going concern and using
the going concern basis of accounting unless management either intends to liquidate the Company
or to cease operations, or has no realistic alternative but to do so. Those Board of Directors are also
responsible for overseeing the Company’s financial reporting process.

Auditors’ responsibilities for the audit of the financial statements


9. Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report
that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with SAs will always detect a material misstatement when it
exists. Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these financial statements.
10. As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional
scepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud
or error, design and perform audit procedures responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that
are appropriate in the circumstances. Under Section 143(3)(i) 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 of such controls.
• 
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions
that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude
that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related
disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However,
future events or conditions may cause the Company to cease to continue as a going concern.
• 
Evaluate the overall presentation, structure and content of the financial statements, including the
disclosures, and whether the financial statements represent the underlying transactions and events in
a manner that achieves fair presentation.
11. We communicate with those charged with governance regarding, among other matters, the planned
scope and timing of the audit and significant audit findings, including any significant deficiencies in
internal control that we identify during our audit.
12. We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters that
may reasonably be thought to bear on our independence, and where applicable, related safeguards.
13. 
From the matters communicated with those charged with governance, we determine those matters
that were of most significance in the audit of the financial statements of the current period and are
therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation
precludes public disclosure about the matter or when, in extremely rare circumstances, we determine
that a matter should not be communicated in our report because the adverse consequences of doing so
would reasonably be expected to outweigh the public interest benefits of such communication.

BASF India Limited 65


Report on other legal and regulatory requirements
14. 
As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”), issued by the Central
Government of India in terms of sub-section (11) of section 143 of the Act, we give in the “Annexure B”
a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
15. As required by Section 143(3) of the Act, we report that:
(a) We have sought and obtained all the information and explanations which to the best of our knowledge
and belief were necessary for the purposes of our audit.
(b) In our opinion, proper books of account as required by law have been kept by the Company so far
as it appears from our examination of those books.
(c) The Balance Sheet, the Statement of Profit and Loss (including other comprehensive income), the
Statement of Changes in Equity and Cash Flow Statement dealt with by this Report are in agreement
with the books of account.
(d) In our opinion, the aforesaid financial statements comply with the Accounting Standards specified
under Section 133 of the Act.
(e) On the basis of the written representations received from the directors as on March 31, 2020 taken
on record by the Board of Directors, none of the directors is disqualified as on March 31, 2020 from
being appointed as a director in terms of Section 164(2) of the Act.
(f) With respect to the adequacy of the internal financial controls with reference to financial statements
of the Company and the operating effectiveness of such controls, refer to our separate Report in
“Annexure A”.
(g) 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, in our opinion and to the best of our information
and according to the explanations given to us:
i. 
The Company has disclosed the impact of pending litigations on its financial position in its
financial statements – Refer Notes 17, 35 and 41 to the financial statements;
ii. The Company has long-term contracts as at March 31, 2020 for which there were no material
foreseeable losses and did not have any long-term derivative contracts as at March 31, 2020;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor
Education and Protection Fund by the Company;
iv. The reporting on disclosures relating to Specified Bank Notes is not applicable to the Company
for the year ended March 31, 2020.
16. The Company has paid/ provided for managerial remuneration in accordance with the requisite approvals
mandated by the provisions of Section 197 read with Schedule V to the Act.

For Price Waterhouse Chartered Accountants LLP


Firm Registration Number: 012754N/N500016
Chartered Accountants

Jeetendra Mirchandani
Partner
Place : Pune Membership Number: 048125
Date : May 22, 2020 UDIN: 20048125AAAADX7206

66 Annual Report 2019-2020


Annexure A to Independent Auditors’ Report
Referred to in paragraph 15(f) of the Independent Auditors’ Report of even date to the members
of BASF India Limited on the financial statements for the year ended March 31, 2020

Report on the Internal Financial Controls with reference to financial statements under Clause (i) of
Sub-section 3 of Section 143 of the Act
1. We have audited the internal financial controls with reference to financial statements of BASF India
Limited (“the Company”) as of March 31, 2020 in conjunction with our audit of the financial statements
of the Company for the year ended on that date.

Management’s Responsibility for Internal Financial Controls


2. The Company’s management is responsible for establishing and maintaining internal financial controls
based on the internal control over financial reporting criteria established by the Company considering
the essential components of internal control stated in the Guidance Note on Audit of Internal Financial
Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (ICAI).
These responsibilities include the design, implementation and maintenance of adequate internal
financial controls that were operating effectively for ensuring the orderly and efficient conduct of its
business, including adherence to 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 Act.

Auditors’ Responsibility
3. Our responsibility is to express an opinion on the Company’s internal financial controls with reference
to 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 deemed to be prescribed under section 143(10) of the Act to the extent applicable
to an audit of internal financial controls, both applicable to an audit of internal financial controls and
both issued by the ICAI. Those Standards and the Guidance Note require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance about whether adequate
internal financial controls with reference to financial statements was established and maintained and
if such controls operated effectively in all material respects.
4. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal
financial controls system with reference to financial statements and their operating effectiveness.
Our audit of internal financial controls with reference to financial statements included obtaining an
understanding of internal financial controls with reference to 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.
5. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our audit opinion on the Company’s internal financial controls system with reference to financial
statements. 

Meaning of Internal Financial Controls with reference to financial statements


6. A company’s internal financial controls with reference to 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 financial statements includes those policies
and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately
and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable
assurance that transactions are recorded as necessary to permit preparation of financial statements
in accordance with generally accepted accounting principles, and that receipts and expenditures of
the company are being made only in accordance with authorisations of management and directors
of the company; and (3) provide reasonable assurance regarding prevention or timely detection of
unauthorised acquisition, use, or disposition of the company’s assets that could have a material effect
on the financial statements.

BASF India Limited 67


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

Opinion
8. In our opinion, the Company has, in all material respects, an adequate internal financial controls
system with reference to financial statements and such internal financial controls with reference to
financial statements were operating effectively as at March 31, 2020, based on the internal control
over financial reporting criteria established by the Company considering the essential components
of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial
Reporting issued by the Institute of Chartered Accountants of India. Also refer paragraph 4(b) of our
main audit report.

For Price Waterhouse Chartered Accountants LLP


Firm Registration Number: 012754N/N500016
Chartered Accountants

Jeetendra Mirchandani
Partner
Place : Pune Membership Number: 048125
Date : May 22, 2020 UDIN: 20048125AAAADX7206

68 Annual Report 2019-2020


Annexure B to Independent Auditors’ Report
Referred to in paragraph 14 of the Independent Auditors’ Report of even date to the members of
BASF India Limited on the financial statements for the year ended March 31, 2020

i. (a) The Company is maintaining proper records showing full particulars, including quantitative details
and situation, of fixed assets.

(b) 
The fixed assets are physically verified by the Management according to a phased programme
designed to cover all the items over a period of two years which, in our opinion, is reasonable having
regard to the size of the Company and the nature of its assets. Pursuant to the programme, a portion
of the fixed assets has been physically verified by the Management during the year and no material
discrepancies have been noticed on such verification.

(c) The title deeds of immovable properties, as disclosed in Note 1 on fixed assets to the financial
statements, are held in the name of the Company, except in respect of leasehold land held at one
of the Company’s manufacturing location (having Gross Block – Rs. 21.4 million and net block –
Rs. Nil). The Company is in process of complying with the terms of the lease cum sale agreement
and basis completion thereof, would execute the final sale agreement to obtain the right of ownership
thereon.

ii. 
The physical verification of inventory (excluding stocks with third parties) have been conducted at
reasonable intervals by the Management during the year. In respect of inventory lying with third parties,
these have substantially been confirmed by them. The discrepancies noticed on physical verification of
inventory as compared to book records were not material.

iii. The Company has not granted any loans secured or unsecured, to companies, firms, Limited Liability
Partnerships or other parties covered in the register maintained under Section 189 of the Act. Therefore,
the provisions of Clause 3(iii), (iii)(a), (iii)(b) and (iii)(c) of the said Order are not applicable to the
Company.

iv. The Company has not granted any loans or made any investments, or provided any guarantees or
security to the parties covered under Section 185 and 186. Therefore, the provisions of Clause 3(iv) of
the said Order are not applicable to the Company.

v. The Company has not accepted any deposits from the public within the meaning of Sections 73, 74, 75
and 76 of the Act and the Rules framed there under to the extent notified.

vi. Pursuant to the rules made by the Central Government of India, the Company is required to maintain
cost records as specified under Section 148(1) of the Act in respect of its products. We have broadly
reviewed the same, and are of the opinion that, prima facie, the prescribed accounts and records have
been made and maintained. We have not, however, made a detailed examination of the records with a
view to determine whether they are accurate or complete.

vii. (a) According to the information and explanations given to us and the records of the Company examined
by us, in our opinion, the Company is generally regular in depositing undisputed statutory dues
in respect of income tax, though there has been a slight delay in a few cases, and is regular in
depositing undisputed statutory dues, including provident fund, employees’ state insurance, sales
tax, service tax, duty of customs, duty of excise, value added tax, cess, goods and service tax and
other material statutory dues, as applicable, with the appropriate authorities.

(b) According to the information and explanations given to us and the records of the Company examined
by us, there are no dues of goods and service tax which have not been deposited on account of
any dispute. Refer Appendix I for particulars of dues of income tax, sales tax, service tax, duty of
customs, duty of excise and value added tax as at March 31, 2020 which has not been deposited
on account of a dispute.

BASF India Limited 69


Annexure B to Independent Auditors’ Report
Referred to in paragraph 14 of the Independent Auditors’ Report of even date to the members of
BASF India Limited on the financial statements for the year ended March 31, 2020

viii. According to the records of the Company examined by us and the information and explanation given to
us, the Company has not defaulted in repayment of loans or borrowings to any bank as at the Balance
Sheet date. The Company neither has any loans or borrowings from financial institutions or Government,
nor it has issued any debentures as at the Balance Sheet date, therefore the provisions of clause 3(viii)
of the order, to that extent are not applicable to the Company.

ix. The Company has not raised any moneys by way of initial public offer, further public offer (including
debt instruments) and term loans during the year ended March 31, 2020. Accordingly, the provisions of
Clause 3(ix) of the Order are not applicable to the Company.

x. During the course of our examination of the books and records of the Company, carried out in accordance
with the generally accepted auditing practices in India, and according to the information and explanations
given to us, we have neither come across any instance of material fraud by the Company or on the
Company by its officers or employees, noticed or reported during the year, nor have we been informed
of any such case by the Management.

xi. The Company has paid/ provided for managerial remuneration in accordance with the requisite approvals
mandated by the provisions of Section 197 read with Schedule V to the Act.

xii. As the Company is not a Nidhi Company and the Nidhi Rules, 2014 are not applicable to it, the provisions
of Clause 3(xii) of the Order are not applicable to the Company.

xiii. The Company has entered into transactions with related parties in compliance with the provisions of
Sections 177 and 188 of the Act. The details of such related party transactions have been disclosed
in the financial statements as required under Indian Accounting Standard (Ind AS) 24, Related Party
Disclosures specified under Section 133 of the Act.

xiv. The Company has not made any preferential allotment or private placement of shares or fully or partly
convertible debentures during the year under review. Accordingly, the provisions of Clause 3(xiv) of the
Order are not applicable to the Company.

xv. The Company has not entered into any non cash transactions with its directors or persons connected
with him. Accordingly, the provisions of Clause 3(xv) of the Order are not applicable to the Company.

xvi. The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act,
1934. Accordingly, the provisions of Clause 3(xvi) of the Order are not applicable to the Company.

For Price Waterhouse Chartered Accountants LLP


Firm Registration Number: 012754N/N500016
Chartered Accountants

Jeetendra Mirchandani
Partner
Place : Pune Membership Number: 048125
Date : May 22, 2020 UDIN: 20048125AAAADX7206

70 Annual Report 2019-2020


Appendix I
Referred to in paragraph vii(b) of our Annexure B to the Independent Auditors’ Report of even date
to the members of BASF India Limited on the Financial Statements for the year ended March 31, 2020

Sr. Name of the Statute Nature of Dues Amount Period to which the Forum where dispute is
No. (Rs. in million) amount relates pending
1. The Income Tax Act, Income Tax liability 867.3 Assessment Years Appellate Authority - up to
1961 (including interest 2002-03, 2004-05, Commissioner’s level
and penalty, as 2005-06, 2007-08,
applicable) 2013-14, 2014-15 and
2016-17
312.5 Assessment Years Income Tax Appellate Tribunal
2007-08 to 2012-13
2.5 Assessment Years High Court
2000-01, 2002-03 and
2006-07
Sub Total 1,182.3
2. The Central Sales Tax Sales Tax and Value 2,631.8 Financial Years 2002- Appellate Authority - up to
Act, 1956 and Local Added Tax liability 03, 2005-06, 2006-07 Commissioner's level
Sales Tax Acts (including interest to 2016-17
and penalty, as
3,721.2 Financial Years Sales Tax Appellate Tribunal
applicable)
1993-94, 1994-1995,
2004-05, 2006-07 to
2011-12, 2013-14,
2014-15
Sub Total 6,353.0
3. The Finance Act, 1994 Service Tax Liability 2.6 Financial Years Appellate Authority - up to
(including interest 2006-07 to 2009-10 Commissioner's level
and penalty, as
930.7 Financial Years Custom, Excise and Service Tax
applicable)
2004-05 to 2015-16 Appellate Tribunal
Sub Total 933.3
4. The Customs Tariff Act, Customs Duty 43.6 Financial Years Supreme Court of India
1975 (including interest 2003-04 to 2005-06
and penalty, as
1.2 Financial Year Custom, Excise and Service Tax
applicable)
2012-13 Appellate Tribunal
8.9 Financial Year Appellate Authority - up to
2019-20 Commissioner's level.
Sub Total 53.7
5. The Central Excise Excise duty Liability 17.5 Financial Years Appellate Authority - up to
Act, 1944 (including interest 2007-08, 2011-12 to Commissioner's level
and penalty, as 2014-15
applicable)
2.0 Financial Years Custom, Excise and Service Tax
1981-1982, Appellate Tribunal
2012-2013
6.3 Financial Year High Court
2011-12
Sub Total 25.8
Total 8,548.1

BASF India Limited 71


Balance Sheet as at March 31, 2020
Rs. in million
Notes As at As at
March 31, 2020 March 31, 2019
ASSETS
Non-current assets
Property, plant and equipment 1 A 7,812.3 9,560.8
Right-of-use assets 1 B 1,588.7 —
Capital work-in-progress 1 C 229.5 422.4
Intangible assets 1 D 8.1 9.0
Financial assets
(i) Loans 2 164.5 194.1
Deferred tax assets (net) 3 878.6 639.0
Income tax assets (net) 4 1,336.6 1,220.7
Other non-current asset 5 396.7 399.1
Total non-current assets 12,415.0 12,445.1
Current assets
Inventories 6 14,962.0 12,126.3
Financial assets
(i) Trade receivables 7 13,668.6 10,406.7
(ii) Cash and cash equivalents 8 804.8 127.8
(iii) Bank balances other than cash and cash equivalents 8 4.5 4.3
(iv) Loans 9 40.7 52.3
(v) Other financial assets 10 1,665.6 692.8
Other current assets 11 1,535.9 2,625.4
Assets classified as held for sale 12 791.8 14.1
Total current assets 33,473.9 26,049.7
Total assets 45,888.9 38,494.8
EQUITY AND LIABILITIES
Equity
Equity share capital 13 432.9 432.9
Other equity 14 13,427.3 13,696.0
Total equity 13,860.2 14,128.9
LIABILITIES
Non-current liabilities
Financial liabilities
(i) Borrowings 15 1,471.1 3,034.1
(ii) Lease liabilities (Refer Note 37) 1,152.1 —
(iii) Other financial liabilities 16 134.3 163.5
Provisions 17 584.4 491.3
Other non-current liabilities 18 — 34.3
Total non-current liabilities 3,341.9 3,723.2
Current liabilities
Financial liabilities
(i) Borrowings 19 3,349.8 5,734.8
(ii) Lease liabilities (Refer Note 37) 435.8 —
(iii) Trade payables 20
(a) Outstanding dues to Micro Enterprises and Small Enterprises 57.7 268.7
(b) Outstanding dues to creditors other than micro enterprises
and small enterprises 21,377.1 12,387.3
(iv) Other financial liabilities 21 2,234.4 1,510.8
Provisions 17 582.6 362.0
Current tax liabilities 22 — —
Other current liabilities 23 649.4 379.1
Total current liabilities 28,686.8 20,642.7
Total liabilities 32,028.7 24,365.9
Total equity and liabilities 45,888.9 38,494.8
Significant accounting policies 1
The accompanying notes form an integral part of the financial statements.

In terms of our report of even date. For and on behalf of Board of Directors of
BASF India Limited
For Price Waterhouse Chartered Accountants LLP (CIN No.: L33112MH1943FLC003972)
Firm Registration No: 012754N/ N500016
Chartered Accountants Pradip P. Shah Narayan Krishnamohan R. A. Shah DIN: 00009851
Chairman Managing Director
DIN : 00066242 DIN : 08350849 Arun Bewoor DIN: 00024276
Jeetendra Mirchandani Shyamala Gopinath DIN: 02362921
Partner Narendranath J. Baliga Pradeep Chandan
Membership No.: 048125 Chief Financial Officer Company Secretary Rajesh Naik DIN: 06935998
DIN: 07005484 FCS No.: 2852 Directors

Place : Pune Place : Mumbai


Date : May 22, 2020 Date : May 22, 2020

72 Annual Report 2019-2020


Statement of Profit and Loss for the year ended March 31, 2020
Rs. in million
Notes Year ended Year ended
March 31, 2020 March 31, 2019
Revenue from operations (Refer Notes 46 and 47)
Sale of products 73,847.9 57,986.5
Sale of services 1,446.4 2,001.1
Other operating revenues 216.2 269.1
75,510.5 60,256.7
Other income 24 276.6 133.4
Total Income 75,787.1 60,390.1

Expenses
Cost of materials consumed 25 26,387.9 34,780.1
Purchase of stock-in-trade 37,648.4 12,682.4
Changes in inventories of finished goods, stock-in-trade and 26
work-in-progress (2,699.1) (1,596.1)
Employee benefit expenses 27 3,608.3 3,764.7
Finance costs 28 834.0 851.1
Depreciation and amortisation expenses 29 1,800.6 1,470.9
Other expenses 30 7,835.9 8,979.0
Total Expenses 75,416.0 60,932.1

Profit/ (Loss) before exceptional item and tax 371.1 (542.0)


Exceptional items 39 (324.6) 1,260.6
Profit before tax 46.5 718.6
Tax expense/ (credit): 31
Current tax (including Minimum alternate tax ‘MAT’) — 112.8
Deferred tax (including MAT credit availed Rs. Nil
[Previous Year: Rs 117.6 million]) (132.3) (178.8)
Income tax for previous periods (6.3) (32.6)
(138.6) (98.6)
Profit for the year 185.1 817.2

Other comprehensive income


Items that will not be reclassified to statement of profit and loss
Gain/ (Loss) on remeasurement of post employment benefit plan
[Refer note 43(c)] (306.9) 29.1
Income tax relating to these items 107.3 (4.8)
Other comprehensive income for the year, net of tax (199.6) 24.3
Total comprehensive income for the year (14.5) 841.5

Weighted average number of equity shares outstanding during the year 43,284,958 43,284,958
Basic and diluted earnings per share (in Rs.) 4.3 18.9
Face value per share (in Rs.) 10.0 10.0

Significant accounting policies 1

The accompanying notes form an integral part of the financial statements.

In terms of our report of even date. For and on behalf of Board of Directors of
BASF India Limited
For Price Waterhouse Chartered Accountants LLP (CIN No.: L33112MH1943FLC003972)
Firm Registration No: 012754N/ N500016
Chartered Accountants Pradip P. Shah Narayan Krishnamohan R. A. Shah DIN: 00009851
Chairman Managing Director
DIN : 00066242 DIN : 08350849 Arun Bewoor DIN: 00024276
Jeetendra Mirchandani Shyamala Gopinath DIN: 02362921
Partner Narendranath J. Baliga Pradeep Chandan
Membership No.: 048125 Chief Financial Officer Company Secretary Rajesh Naik DIN: 06935998
DIN: 07005484 FCS No.: 2852 Directors

Place : Pune Place : Mumbai


Date : May 22, 2020 Date : May 22, 2020

BASF India Limited 73


Cash Flow Statement for the year ended March 31, 2020 (continued)
Rs. in million
For the year ended For the year ended
March 31, 2020 March 31, 2019

A. Cash flow from operating activities

Profit before tax 46.5 718.6

Adjustments for:

Exceptional items 324.6 (1,260.6)

Depreciation/ amortisation 1,800.6 1,470.9

Interest cost 1,400.4 1,655.1

Effects from fair valuation of derivatives on borrowings (net) (566.4) (804.0)

(Profit)/ Loss on sale of property, plant and equipment (net) (48.3) (6.8)

Interest income (65.4) (46.3)

Unrealised loss/ (gain) on derivative transactions (net) (646.9) 196.5

Unrealised loss/ (gain) on foreign exchange (net) 1,071.3 (574.6)

Provision/ (Reversal) for loss allowance on trade receivables (net) 89.7 42.9

Operating cash flow before working capital changes 3,406.1 1,391.7

Adjustments for changes in working capital:

(Increase)/ Decrease in trade receivables (3,267.3) 385.8

(Increase)/ Decrease in other financial assets (including loans) (316.7) 228.0

Decrease in other current and non current assets 1,012.8 118.3

(Increase) in inventories (3,016.7) (2,377.6)

(Decrease)/ Increase in other financial liabilities (166.0) 32.2

Increase/ (Decrease) in long term provisions 93.0 (45.8)

Increase in trade payables 7,780.6 113.7

Increase/ (Decrease) in other current and non current liabilities 235.9 (134.0)

(Decrease) in short-term provisions (113.9) (8.4)

Cash generated from/ (used in) operations 5,647.8 (296.1)

Income taxes paid (net) (109.6) (475.4)

Net cash generated from/ (used in) operating activities 5,538.2 (771.5)

B. Cash flow from investing activities:

Acquisition of property plant and equipment (net of capital creditors and


including capital advances) (620.8) (840.8)

Realisation on sale of property, plant and equipment and residential


properties 60.2 136.7

Proceeds from divestiture of Optical Brightening Agents (OBA) business 335.1 —

Proceeds from divestiture of paper wet-end and water chemicals business — 2,520.0

Proceeds from divestiture of pigments business — 190.0

Compensation towards Voluntary Retirement Scheme (63.1) (284.2)

Interest received 65.4 46.3

Net cash generated from/ (used in) investing activities (223.2) 1,768.0

74 Annual Report 2019-2020


Cash Flow Statement for the year ended March 31, 2020 (continued)
Rs. in million
For the year ended For the year ended
March 31, 2020 March 31, 2019

C. Cash flow from financing activities

Inter Corporate deposits taken 980.0 3,100.0

Inter Corporate deposits/ External commercial borrowings repaid (4,240.9) (3,361.3)

Other short-term borrowings taken (net) 465.0 1,150.5

Dividend paid (including dividend distribution tax) (260.7) (157.5)

Interest paid (1,188.9) (1,681.4)

Payment of lease liabilities (392.5) —

Net cash (used in) financing activities (4,638.0) (949.7)

Net increase/ (decrease) in cash and cash equivalents 677.0 46.8

Cash and cash equivalents at the beginning of the financial year 127.8 81.0

Cash and cash equivalents at the end of the financial year 804.8 127.8

As at As at
March 31, 2020 March 31, 2019

Opening cash and cash equivalents

Balances with banks:

— In current accounts 127.8 81.0

127.8 81.0

Closing cash and cash equivalents

Cheques on hand 4.6 —

Balances with banks:

— In current accounts 620.2 127.8

Deposits with original maturity of less than three months 180.0 —

(Refer Note 8 for cash and cash equivalents) 804.8 127.8

Notes:
1. The above Cash Flow Statement has been prepared under the “Indirect Method” setout in Indian Accounting Standard - 7 on
Statement of Cash Flows.
2. Previous year figures have been regrouped/ reclassified, wherever necessary to conform to current year classification.

The accompanying notes form an integral part of the financial statements.

In terms of our report of even date. For and on behalf of Board of Directors of
BASF India Limited
For Price Waterhouse Chartered Accountants LLP (CIN No.: L33112MH1943FLC003972)
Firm Registration No: 012754N/ N500016
Chartered Accountants Pradip P. Shah Narayan Krishnamohan R. A. Shah DIN: 00009851
Chairman Managing Director
DIN : 00066242 DIN : 08350849 Arun Bewoor DIN: 00024276
Jeetendra Mirchandani Shyamala Gopinath DIN: 02362921
Partner Narendranath J. Baliga Pradeep Chandan
Membership No.: 048125 Chief Financial Officer Company Secretary Rajesh Naik DIN: 06935998
DIN: 07005484 FCS No.: 2852 Directors

Place : Pune Place : Mumbai


Date : May 22, 2020 Date : May 22, 2020

BASF India Limited 75


Statement of Changes in Equity as at March 31, 2020
Rs. in million
Notes Total

A. Equity share capital


As at March 31, 2018 432.9
Changes in equity share capital 13 —
As at March 31, 2019 432.9
Changes in equity share capital 13 —
As at March 31, 2020 432.9

Rs. in million
Reserves and Surplus
Share Securities Amalgamation General Retained
options premium reserve reserve earnings Total
outstanding
account

B. Other equity (Refer Note 14)


Balance at April 1, 2018 20.2 646.5 371.7 10,046.9 1,920.6 13,005.9
Profit for the year — — — — 817.2 817.2
Other comprehensive income:

—R
 emeasurement of the net defined
benefit asset/ liability, net of tax effect — — — — 24.3 24.3
Total 20.2 646.5 371.7 10,046.9 2,762.1 13,847.4

Transactions with owners in their capacity


as owners:
—D
 ividends including dividend distribution
tax — — — — (156.6) (156.6)
— Employee stock option expense 5.2 — — — — 5.2
Balance at March 31, 2019 25.4 646.5 371.7 10,046.9 2,605.5 13,696.0

Balance at April 1, 2019 25.4 646.5 371.7 10,046.9 2,605.5 13,696.0


Profit for the year — — — — 185.1 185.1
Other comprehensive income:
—R
 emeasurement of the net defined
benefit asset/ liability, net of tax effect — — — — (199.6) (199.6)
Total 25.4 646.5 371.7 10,046.9 2,591.0 13,681.5

Transactions with owners in their capacity


as owners:
—D
 ividends including dividend distribution
tax — — — — (260.9) (260.9)
— Employee stock option expense 6.7 — — — — 6.7
Balance at March 31, 2020 32.1 646.5 371.7 10,046.9 2,330.1 13,427.3

For significant accounting policies, refer Note 1.

The accompanying notes form an integral part of the financial statements.

In terms of our report of even date. For and on behalf of Board of Directors of
BASF India Limited
For Price Waterhouse Chartered Accountants LLP (CIN No.: L33112MH1943FLC003972)
Firm Registration No: 012754N/ N500016
Chartered Accountants Pradip P. Shah Narayan Krishnamohan R. A. Shah DIN: 00009851
Chairman Managing Director
DIN : 00066242 DIN : 08350849 Arun Bewoor DIN: 00024276
Jeetendra Mirchandani Shyamala Gopinath DIN: 02362921
Partner Narendranath J. Baliga Pradeep Chandan
Membership No.: 048125 Chief Financial Officer Company Secretary Rajesh Naik DIN: 06935998
DIN: 07005484 FCS No.: 2852 Directors

Place : Pune Place : Mumbai


Date : May 22, 2020 Date : May 22, 2020

76 Annual Report 2019-2020


Notes to the Financial Statements for the year ended March 31, 2020
Background of the Company
BASF India Limited (the ‘Company’) is a public limited Company domiciled in India with its registered office located
in Mumbai. The Company is listed on the Bombay Stock Exchange (BSE) and the National Stock Exchange (NSE).
The Company’s portfolio consists of six segments: Agricultural Solutions, Materials, Industrial solutions, Surface
Technologies, Nutrition & Care and Chemicals.
1. Significant Accounting Policies
a. Basis of preparation
(i) Compliance with Ind AS
The financial statements of the Company have been prepared in accordance with Indian Accounting
Standards (Ind AS) notified under Section 133 of the Companies Act, 2013 (‘the Act’) read together with
the Companies (Indian Accounting Standards) Rules, 2015 and other relevant provisions and amendments
of the Act.
The financial statements are presented in Indian Rupees (INR) which is also the Company’s functional
currency. All amounts have been rounded off to the nearest millions, unless otherwise indicated.
All assets and liabilities have been classified as current or non-current as per the Company’s normal
operating cycle and other criteria set out in the Schedule III to the Act.
The accounting policies adopted in the preparation of the financial statements are consistent with those of
the previous year.

(ii) Basis of measurement


The financial statements have been prepared on an accrual basis and on a historical cost basis, except for
the following items:
• certain financial assets and liabilities (including derivative instruments) and contingent consideration
that is measured at fair value,
• assets held for sale – measured at carrying amount or fair value less cost to sale whichever is low,
• Net defined benefit (asset)/ liability – Fair value of plan assets less present value of defined benefit
obligations; and
• share-based payments measured at fair value on grant date with no subsequent adjustment to the
payments recognised.
b. Use of estimates and judgements
The presentation of financial statements in conformity with the generally accepted accounting principles requires
estimates and assumptions to be made by management that affect the reported amount of assets and liabilities
and disclosure of contingent liabilities as on the date of the financial statements and the reported amount of
revenues and expenses during the reporting period. Differences between the actual results and estimates are
recognised in the period in which the results are known/ materialise.
Information about critical judgments in applying accounting policies, as well as estimates and assumptions that
have the most significant effect to the carrying amounts of assets and liabilities within the next financial year, are
included in the following notes:
(a) Measurement of defined benefit obligations – Note 43
(b) Measurement and likelihood of occurrence of provisions and contingencies – Note 35 and 41
(c) Recognition of deferred tax assets – Note 3
(d) 
Measurement of useful lives for property, plant and equipment & intangible assets and impairment –
Note 1(d), 1(e) and 1(f)
(e) Loss allowance on trade receivables and other financial assets – Note 33(iv)
(f) Determination of lease terms and incremental borrowing rate – Note 37

c. Revenue Recognition
According to Ind AS 115, revenue is measured at the amount of consideration the Company expects to receive
in exchange for the goods or services when control of the goods or services and the benefits obtainable from
them are transferred to the customer. Revenue is recognised using the following five step model specified in Ind
AS 115:
Step 1: Identify contracts with customers
Step 2: Identify performance obligations contained in the contracts
Step 3: Determine the transaction price
Step 4: Allocate the transaction price to the performance obligations
Step 5: Recognize revenue when the performance obligation is satisfied

BASF India Limited 77


Notes to the Financial Statements for the year ended March 31, 2020
1. Significant Accounting Policies (Continued)
c. Revenue recognition (Continued)
T
 he performance obligations arising from sale of products with Company’s customers are satisfied at a point in
time. Payment terms are generally agreed upon individually with customers.
Sales of products are recognised when control of the products has transferred based on the agreed terms. Sales
are net of returns, trade discounts, rebates, sales tax and goods and service tax (GST), as applicable.
Sale of services includes indent commission and revenue from technical and service charges. Revenue from
sale of services are recognised as and when the services are provided.
The Company evaluates the arrangement with customers/ suppliers whether it is acting as a principal or an agent
of the customers/ suppliers, considering underlying substance and terms and conditions of the arrangements.
Accordingly, revenue is accounted either on gross or net basis based on the fulfilment of criteria of principal
or agency.
At contract inception, since for most of the contracts it is expected that the period between the transfer of the
promised goods or services to a customer and payment for these goods or services by the customer will be one
year or less, practical expedient in Ind AS 115 have been applied and accordingly:
— The Company does not adjust the promised amount of consideration for the effects of a significant financing
component
— The Company recognises the incremental costs of obtaining a contract as an expense when incurred
— No information on remaining performance obligations as of March 31, 2020 that have an expected original
term of one year or less was reported.
As part of the adoption of Ind AS 115, contract liabilities are disclosed in the Balance Sheet. A contract liability
is the Company’s obligation to transfer goods or services to a customer, for which the Company has already
received consideration from customers.
The Company operates Customer incentive programs where direct/ indirect customers accumulate points for
purchases made which entitle them for rewards in form of gift cards equal to the value of such points. A contract
liability for the award points is recognised at the time of sale. Revenue is recognized when the obligation is
fulfilled.
Income from export incentives is recognised on accrual basis to the extent the ultimate realisation is reasonably
certain.
Interest income is recognised using the effective interest rate method. When calculating the effective interest
rate, the company estimates the expected cash flows by considering all the contractual terms of the financial
instrument (for example, prepayment, extension, call and similar options) but does not consider the expected
credit losses.

d. Property, plant and equipment


Recognition and measurement
Freehold land is carried at historical cost. All other items of property, plant and equipment are stated at historical
cost less depreciation. Historical cost includes expenditure that is directly attributable to the acquisition of
the items. Items such as stores, spare parts and stand by equipment are recognized as property, plant and
equipment when it is held for use in production or supply of goods or services, or for administrative purpose and
are expected to be used for more than one year. Otherwise such items are classified as inventory.
Subsequent expenditure
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate,
only when it is probable that future economic benefits associated with the item will flow to the Company and the
cost of the item can be measured reliably. The carrying amount of any component accounted for as a separate
asset is de-recognised when replaced. All other repairs and maintenance are charged to profit or loss during the
reporting period in which they are incurred.
Derecognition
An item of property, plant and equipment is derecognized upon disposal or when no future economic benefits are
expected to arise from the continued use of the item. Any gain or loss arising on disposal or retirement of item
of property, plant and equipment is determined as the difference between the sales proceeds and the carrying
amount of the item and is recognized in the statement of profit and loss.

78 Annual Report 2019-2020


Notes to the Financial Statements for the year ended March 31, 2020
1. Significant Accounting Policies (Continued)
d. Property, plant and equipment (Continued)
Depreciation
Depreciation on property plant and equipment is calculated on a straight-line basis considering the following
useful lives estimated by the Management based on technical evaluation or those prescribed under Schedule II
of the Act:
Assets Category Useful life
Buildings 10-33 years
Plant and machinery 5-20 years
Computers 4 years
Vehicles 4 years
Furniture and fixtures 5-10 years
Office equipment 5 years
P
 roperty, Plant and Equipment individually costing Rs. 5,000 or below are fully depreciated in the year of
purchase. Depreciation on additions/ deletions is calculated on a monthly pro-rata basis.
The Company reviews the residual value, useful lives and depreciation method annually and, if expectations differ
from previous estimates, the change is accounted for as a change in accounting estimate on a prospective basis.
Leasehold land and Leasehold Improvements are amortised over the period of lease or useful life whichever is
lower.

e. Intangible assets and amortization


Intangible assets are stated at acquisition cost, net of accumulated amortization and accumulated impairment losses,
if any. Intangible assets are amortized on a straight line basis over their estimated useful lives. Software is being
amortized over a period of four years. The estimated useful life and amortization method are reviewed at the end of
each reporting period, with the effect of any changes in estimate being accounted for on a prospective basis.

f. Impairment of non-financial assets


The carrying amounts of assets are reviewed at each Balance Sheet date for any indication of impairment based
on internal/ external factors. Where the carrying value exceeds the estimated recoverable amount, provision
for impairment is made to adjust the carrying value to the recoverable amount. The recoverable amount is the
greater of the assets estimated net realizable value and value in use. In assessing value in use, the estimated
future cash flows are discounted to their present value using an appropriate discounting rate. For the purposes
of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash
inflows which are largely independent of the cash inflows from other assets or group of assets (cash-generating
units). If at the Balance Sheet date there is an indication that a previously assessed impairment loss no longer
exists, the recoverable amount is reassessed and the asset is reflected at the recoverable amount subject to a
maximum of depreciable historical cost.

g. Borrowings
Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently
measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption
amount is recognised in Statement of Profit and Loss over the period of the borrowings using the effective interest
method.
Borrowings are derecognized when the obligation specified in the contract is discharged, cancelled or expired.
The difference between the carrying amount of a financial liability that has been extinguished or transferred to
another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is
recognised in Statement of Profit and Loss as other gains/ (losses).
Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of
the liability for at least 12 months after the reporting period. Where there is a breach of a material provision of a
long-term loan arrangement on or before the end of the reporting period with the effect that the liability becomes
payable on demand on the reporting date, the entity does not classify the liability as current, if the lender agreed,
after the reporting period and before the approval of the financial statements for issue, not to demand payment
as a consequence of the breach.
Borrowing costs that are attributable to the acquisition and construction of qualifying assets are capitalised. Other
borrowing costs are recognised as an expense in the period in which they are incurred.
Foreign exchange differences regarded as an adjustment to borrowing costs are presented in the Statement of
Profit and Loss, within finance costs.

BASF India Limited 79


Notes to the Financial Statements for the year ended March 31, 2020
1. Significant Accounting Policies (Continued)
h. Inventories
Inventories including raw materials, work-in-progress, traded and finished goods are valued at cost or estimated
net realisable value, whichever is lower. The costs are determined on weighted average basis and includes
expenditure incurred in acquiring inventories, production of conversion costs and other costs incurred in bringing
them to their present location and condition. Fixed production overheads are allocated on the basis of normal
capacity of production facilities. Goods and service tax (GST) is excluded from valuation of finished goods. Net
realisable value is estimated selling price in the ordinary course of business less estimated costs of completion
and selling expenses. The comparison of cost and net realisable value is made on an item by item basis.

i. Segment reporting
Operating segments are reported in a manner consistent with the internal reporting and are based on monitoring
of operating results by the Chief Operating Decision Maker, separately for making decision about resource
allocation and performance assessment. The Company prepares its segment information in conformity with the
accounting policies adopted for preparing and presenting the financial statements of the Company.

j. Non-current assets (or disposal groups) held for sale and discontinued operations
Non-current assets (or disposal groups) are classified as held for sale if their carrying amount will be recovered
principally through a sale transaction rather than through continuing use and a sale is considered highly probable.
They are measured at the lower of their carrying amount and fair value less costs to sell, except for assets such
as deferred tax assets, assets arising from employee benefits, financial assets and contractual rights under
insurance contracts, which are specifically exempt from this requirement.
An impairment loss is recognised for any initial or subsequent write-down of the asset (or disposal group) to fair
value less costs to sell. A gain is recognised for any subsequent increases in fair value less costs to sell of an
asset (or disposal group), but not in excess of any cumulative impairment loss previously recognised. A gain or
loss not previously recognised by the date of the sale of the non-current asset (or disposal group) is recognised
at the date of de-recognition.
Non-current assets (including those that are part of a disposal group) are not depreciated or amortised while
they are classified as held for sale. Interest and other expenses attributable to the liabilities of a disposal group
classified as held for sale continue to be recognised.
Non-current assets classified as held for sale and the assets of a disposal group classified as held for sale are
presented separately from the other assets in the balance sheet. The liabilities of a disposal group classified as
held for sale are presented separately from other liabilities in the Balance Sheet.
A discontinued operation is a component of the entity that has been disposed of or is classified as held for sale and
that represents a separate major line of business or geographical area of operations, is part of a single coordinated
plan to dispose of such a line of business or area of operations, or is a subsidiary acquired exclusively with
a view to resale. The results of discontinued operations are presented separately in the Statement of Profit and
Loss.

k. Financial Instruments

Financial asset
Financial assets are recognised when the Company becomes a party to the contractual provisions of the instrument.
At initial recognition, the Company measures a financial asset at its fair value plus, in the case of a financial
asset not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the
financial asset. Transaction costs of financial assets carried at fair value through profit or loss are expensed in
profit or loss.
Financial assets with embedded derivatives are considered in their entirety when determining whether their cash
flows are solely payment of principal and interest.

Subsequent measurement
For subsequent measurement, the Company classifies its financial assets in the following measurement categories:
• those to be measured subsequently at fair value (either through other comprehensive income, or through profit
or loss), and
• those measured at amortised cost.
The classification depends on the entity’s business model for managing the financial assets and the contractual
terms of the cash flows.
A financial asset is measured at amortised cost when they are held within a business model whose objective is
to hold financial assets in order to collect contractual cash flows that are solely payments of principal and interest.
The amortised cost of a financial asset is also adjusted for impairment loss, if any.

80 Annual Report 2019-2020


Notes to the Financial Statements for the year ended March 31, 2020
1. Significant Accounting Policies (Continued)
k. Financial instruments (Continued)
For assets measured at fair value, gains and losses will either be recorded in profit or loss or other comprehensive
income. For investments in debt instruments, this will depend on the business model in which the investment is held.
For investments in equity instruments, this will depend on whether the Company has made an irrevocable election at
the time of initial recognition to account for the equity investment at fair value through other comprehensive income.

Financial liabilities
Financial liabilities are recognised when the Company becomes a party to the contractual provisions of the
instrument.
Financial liabilities are initially measured at fair value minus, in case of financial liabilities not at fair value through
profit or loss, transaction costs that are attributable to the acquisition of the financial liabilities.
Borrowings are recognized initially at fair value, net of transaction costs incurred, and subsequently carried at
amortised cost, any difference between the initial carrying value and the redemption value is recognized in the
Statement of Profit and Loss over the period of the borrowings using the effective interest rate method.
Subsequent to initial recognition these financial liabilities are measured at amortised cost using effective interest
method.

Offsetting
Financial assets and financial liabilities are offset and the net amount is reported in the Balance Sheet where
there is a legally enforceable right to offset the recognised amounts in the normal course of business and there
is an intention to settle on a net basis or realise the asset and settle the liability simultaneously.

Impairment of financial assets


The Company assesses on a forward-looking basis the expected credit loss associated with its assets carried at
amortised cost. The impairment methodology applied depends on whether there has been a significant increase
in credit risk since its initial recognition. Note 33 details how the Company determines whether there has been
a significant increase in credit risk.
For trade receivables only, the Company applies the simplified approach permitted by Ind AS 109 Financial
Instruments, which requires expected lifetime losses to be recognised from initial recognition of the receivables.
The impairment losses and reversals are recognized in statement of profit and loss.
Derecognition of financial assets and financial liabilities
A financial asset is derecognised only when:
The Company has transferred the rights to receive cash flows from the financial asset or retains the contractual
rights to receive the cash flows of the financial asset, but assumes a contractual obligation to pay the cash flows
to one or more recipients.
Where the entity has transferred an asset, the Company evaluates whether it has transferred substantially all
risks and rewards of ownership of the financial asset. In such cases, the financial asset is derecognised. Where
the entity has not transferred substantially all risks and rewards of ownership of the financial asset, the financial
asset is not derecognised.
Where the entity has neither transferred a financial asset nor retains substantially all risks and rewards of
ownership of the financial asset, the financial asset is derecognised if the company has not retained control
of the financial asset. Where the Company retains control of the financial asset, the asset is continued to be
recognised to the extent of continuing involvement in the financial asset.
The Company derecognizes a financial liability when its contractual obligations are discharged or cancelled or
expire. The Company also derecognizes a financial liability when its terms are modified and the cash flows under
the modified terms are substantially different. The difference between the carrying amount and the financial
liability extinguished and the new liability with modified terms is recognized in the Statement of Profit and Loss.

Measurement of fair values


The Company measures financial instruments at fair value in accordance with the accounting policies mentioned
above. 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 or transfer the liability takes place either:
— in the principal market of the asset or liability; or
— in the absence of a principal market, in the most advantageous market for the asset or liability.

BASF India Limited 81


Notes to the Financial Statements for the year ended March 31, 2020
1. Significant Accounting Policies (Continued)
k. Financial instruments (Continued)
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised
within the fair value hierarchy that categorises into three levels, as described as follows, the inputs to valuation
techniques used to measure value. The fair value hierarchy gives highest priority to quoted prices in active markets
for identical assets or liabilities (Level 1 inputs) and lowest priority to unobservable inputs (level 3 inputs).
The Company recognises transfers between levels of the fair value hierarchy at the end of the reporting period
during which the change has occurred.

l. Trade receivables


Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the
effective interest method, less loss allowance.

m. Provisions and contingent liabilities


Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a
past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the
obligation and a reliable estimate can be made of the amount of the obligation.
Provisions are measured based on the management’s best estimate of the expenditure required to settle the
present obligation at the end of the reporting period.
If the effect of the time value of money is material, provisions are discounted to reflect its present value using
a current pre-tax rate that reflects the current market assessments of the time value of money and the risks
specific to the obligation. When discounting is used, the increase in the provision due to the passage of time is
recognised as a finance cost.
Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of
which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not
wholly within the control of the Company or a present obligation that arises from past events where it is either
not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the
amount cannot be made, unless the possibility of outflow of resources embodying economic benefits are remote.
When some or all of the economic benefits required to settle, a provision are expected to be recovered from a
third party, a receivable is recognized as an asset if it is virtually certain that reimbursement will be received and
the amount of the receivable can be measured reliably.

n. Onerous contracts
Present obligations arising under onerous contracts are recognised and measured as provisions. An onerous
contract is considered to exist where the Company has a contract under which the unavoidable costs of meeting
the obligations under the contract exceed the economic benefits expected to be received from the contract.
o. Foreign Currency
Transactions in foreign currencies are translated in to currency of the primary economic environment in the
which the entity operates (the ‘functional currency’) of the Company using the exchange rates prevailing on the
date of transaction. Monetary items in foreign currencies are stated at the closing exchange rate. Gains/ losses
on conversion/ translation are recognised in the Statement of Profit and Loss. Non-monetary items that are
measured in terms of historical cost in a foreign currency are not retranslated.
p. Employee Benefits
Short Term Employee Benefits
All employee benefits payable wholly within twelve months of rendering the service are classified as short term
employee benefits and are recognized in the Statement of Profit and Loss as an expense at the undiscounted
amount on an accrual basis.
Post Employment Employee Benefits

The Company’s contributions to defined contribution plans such as Superannuation Fund (administered through
BASF India Limited Superannuation Fund Trust), Employee State Insurance and Labour Welfare Fund are
recognized as expense in the Statement of Profit and Loss on an accrual basis. The Company does not have
any further obligation beyond this contribution.
Eligible employees receive benefits from a provident fund which is a defined benefit plan. Both the employee
and the Company make monthly contributions to the provident fund plan equal to a specified percentage of
the covered employee’s salary. The Company contributes a part of the contributions to the BASF India Limited
Provident Fund Trust (‘the Trust’). The rate at which the annual interest is payable to the beneficiaries by the
Trust is being determined by the Government. The 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. Any obligation in this
respect is measured on the basis of an independent actuarial valuation. The remaining portion is contributed to
the Government administered pension fund in respect of which the Company has no further obligations.

82 Annual Report 2019-2020


Notes to the Financial Statements for the year ended March 31, 2020
1. Significant Accounting Policies (Continued)
p. Employee Benefits (Continued)
The Company’s liability towards gratuity, which is a defined benefit plan, is determined on the basis of
valuations, as at Balance Sheet date, carried out by an independent actuary using Projected Unit Credit Method.
Remeasurement of the net defined benefit liability which comprise actuarial gains and losses, the return on plan
assets (excluding interest) and the effect of the asset ceiling if any (excluding interest) are recognised immediately
in the Balance Sheet with a charge or credit recognised in Other Comprehensive Income in the period in which
they occur. Remeasurement recognised in Other Comprehensive Income is recognised immediately in retained
earnings and will not be reclassified to Statement of Profit and Loss.
Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in the future
payments is available.
Other Long Term Employee Benefits
The Company’s liabilities towards Compensated Absences and Long Service Awards to employees are
determined on the basis of valuations, as at Balance Sheet date, carried out by an independent actuary using
Projected Unit Credit Method. The benefits are discounted using the appropriate market yields at the end of the
reporting period that have terms approximating to the terms of the related obligation. Remeasurements comprise
experience adjustments and the effects of changes in actuarial assumptions and are recognised immediately in
the Statement of Profit and Loss.
The obligations are presented as current liabilities in the Balance Sheet if the entity does not have an unconditional
right to defer the settlement for at least 12 months after the reporting period, regardless of when the actual
settlement is expected to occur.
Termination Benefits

Compensation paid to employees under Voluntary Retirement Scheme/ Severance payments are recognised as
an expense in the Statement of Profit and Loss when employees accept the scheme/ payments.
Share based payments

The Ultimate Holding Company (‘BASF SE’) offers Share Price based compensation program (‘option program’)
for senior executives of BASF group. Participation in this program is voluntary.
Options mentioned above are issued by BASF SE and the cost of such options is not recharged to the Company.
However, the Company recognises these share based payment transactions of BASF SE in accordance with
the requirement of paragraph 43 A and 43 B of Ind AS 102 - Share Based Payments. As required under para
43B of Ind AS 102, since the Company receives the services of the employees to whom the options have been
granted by BASF SE and the Company has no obligation to settle these options, the Company accounts for
these services as an equity settled share based payment transaction.
q. Leases
Till March 31, 2019:
As a Lessee
Determining whether an arrangement contains lease
At inception of an arrangement, it is determined whether the arrangement is or contains a lease.
At inception or on reassessment of the arrangement that contains a lease, the payments and other consideration
required by such an arrangement are separated into those for the lease and those for other elements on the
basis of their relative fair values. If it is concluded that for a finance lease that is impracticable to separate the
lease payments reliably, then an asset and a liability are recognized at an amount equal to the fair value of the
underlying asset.
The liability is reduced as payments are made and an imputed finance cost on the liability is recognized using
the incremental borrowing rate.
Assets held under leases
Leases of property, plant and equipment that transfers to the Company substantially all the risks and rewards
of ownership are classified as finance leases. The leased assets are measured initially at an amount equal to
the lower of fair value of the leased asset and the present value of the minimum lease payments. Subsequent
to the initial recognition, the assets are accounted for in accordance with the accounting policy applicable to
similar owned assets. Assets held under leases that do not transfer to the Company substantially all the risk and
rewards of ownership (i.e. operating leases) are not recognized in the Company’s Balance Sheet.
Lease payments
Payments made under operating leases are generally recognized in profit or loss on a straight line basis over
the term of the lease unless such payments are structured to increase in line with expected general inflation to
compensate for the lessor’s expected inflationary cost increases.

BASF India Limited 83


Notes to the Financial Statements for the year ended March 31, 2020
1. Significant Accounting Policies (Continued)
q. Leases (Continued)
Effective April 1, 2019:
As a Lessee
The Company has adopted the new standard Ind AS 116 – Leases effective April 1, 2019. As a lessee, the
Company generally recognises for all leases a right-of-use asset and a corresponding liability at the date at
which the leased asset is available for use by the Company.
As a general rule, the Company separates non-lease components, such as services from lease payments.
Lease liabilities are measured at the present value of the remaining lease payments, taking into account the
incremental borrowing rate.
Lease payments are discounted using the interest rate implicit in the lease contracts if that rate can be determined
from the lease contracts. If the discount rate cannot be readily determined, which is generally the case for leases
in the Company, the lessee’s incremental borrowing rate is used, being the rate that the individual lessee would
have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar
economic environment with similar terms, security and conditions.
To determine the incremental borrowing rate, the Company uses a risk free rate of interest which is adjusted for
lease term, country risk and currency risk.
For leases previously classified as finance leases, the Company recognised the carrying amount of the lease
asset immediately before transition as the carrying amount of the right-of-use asset at the date of initial
application. The measurement principles of Ind AS 116 are only applied after that date. There was no impact of
transition on value of lease assets. Further there were no lease liabilities existing on date of transition.
A right-of-use asset is generally recognized at the same amount as the lease liability. After capitalization at
commencement date, whereby the right-of-use asset is measured at cost, the right-of-use asset is generally
depreciated over the lease term using the straight-line method. Lease payments are allocated between principal
and finance cost. The finance cost is charged to profit and loss account over the lease period so as to produce
a constant periodic rate of interest on the remaining balance of liability for each period.
A number of leases include extension and termination options. Extension and termination options are taken into
account on recognition of the lease liability only if the Company is reasonably certain that these options will be
exercised in the future. Estimates and expectations which are asserted at the commencement date of the lease
liability and the right-of-use asset and pertain to future payments not yet determined on the date of provision
are assessed continuously during the lease term. If subsequently improved or changed knowledge influences
the expected payment profile over time, the lease liability is remeasured.
Initial direct costs are excluded for the measurement of right-of-use assets at the date of initial application
The Company exercises the exemption for lease arrangements with a maximum term of 12 months (short-
term leases) and low-value assets. Payments associated with such short-term leases and low-value assets
are recognised as an expense in Statement of Profit and Loss. Variable lease payments that depend on usage
and/ or other variable conditions are recognised in the Statement of Profit and Loss in the period in which the
conditions that trigger those payments occur.

r. Taxation
Current tax is determined as the amount of tax payable in respect of taxable income for the year computed in
accordance with relevant provisions of Income Tax Act, 1961 adjusted by changes in deferred tax assets and
liabilities attributable to temporary differences and to unused tax losses. Management periodically evaluates
positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation.
It establishes provisions where appropriate on the basis of amounts expected to be paid to tax authorities.
The Company recognises Minimum Alternate Tax credit under the Income Tax Act, 1961 as an asset only when
and to the extent there is convincing evidence that the Company will be liable to pay normal income tax during
the specified period.
Deferred tax charge or credit and correspondingly deferred tax liability or asset is recognised using tax rates
that have been enacted or substantively enacted at the Balance Sheet date. Deferred tax is recognised, subject
to the consideration of prudence, on temporary differences, being the difference between carrying amounts of
assets and liabilities for financial reporting purposes and the corresponding amounts used for taxation purposes
that originate in one period and are capable of reversal in one or more subsequent periods. Deferred tax assets
are recognized to the extent that it probable that future taxable profits will be available against which they can
be used. The existence of unused tax losses is strong evidence that future taxable profit may not be available.
Therefore, in case of history of recent losses, the Company recognizes a deferred tax asset only to the extent
that it has sufficient taxable temporary differences or there is convincing other evidence that sufficient taxable
profit will be available against which such deferred tax asset can be realized.

84 Annual Report 2019-2020


Notes to the Financial Statements for the year ended March 31, 2020
1. Significant Accounting Policies (Continued)
r. Taxation (Continued)
Deferred tax assets – unrecognized or recognized are reviewed at each reporting date and are recognized/
reduced to the extent that it is probable/ no longer probable respectively that related tax benefit will be realized.
Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities
and assets and these relate to income taxes levied by the same tax authorities and are intended to settle current
tax liabilities and assets on a net basis or such tax assets and liabilities will be realized simultaneously.
Appendix C to Ind AS 12, ‘Uncertainty over Income Tax Treatments’ has been adopted by the Company effective
April 1, 2019. Adoption of this did not have any impact on the Company’s financial position.
Current tax assets and liabilities are offset where the entity has legally enforceable right to offset and intends
either to settle on net a net basis, or to realise the asset and settle the liability simultaneously.
Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in
other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive
income or directly in equity, respectively.

s. Earnings per share


The basic earnings per share are computed by dividing the net profit attributable to the equity shareholders
for the year by the weighted average number of equity shares outstanding during the reporting period. Diluted
earnings per share is computed by dividing the net profit attributable to the equity shareholders for the year by
the weighted average number of equity and dilutive equity equivalent shares outstanding during the year, except
where the results would be anti-dilutive.

t. Cash and cash equivalents


Cash and cash equivalents include cash in hand, deposits held at call with financial institutions, other short
term highly liquid investments with original maturities of three months or less that are readily convertible to
known amounts of cash which are subject to an insignificant risk of change in value, and bank overdrafts. Bank
overdrafts are shown within borrowings in current liabilities in the Balance Sheet.

u. Derivative financial instruments


The Company enters majorly into foreign exchange forward contracts to mitigate the foreign currency exposure risk.
Derivatives are initially recognised at fair value at the date the derivative contracts are entered and are subsequently
remeasured to their fair value at the end of each reporting period. The resulting gain or loss is recognised in
Statement of Profit and Loss immediately unless the derivative is designated and effective as a hedging instrument,
in which event the timing of the recognition in Statement of Profit and Loss depends on the nature of the hedge
relationship. Derivative assets and derivative liabilities are presented on gross basis in the Balance Sheet.

BASF India Limited 85


Notes to the Financial Statements as at March 31, 2020
1(A). Property, plant and equipment Rs. in million

Gross Block Depreciation / Amortisation Net Block

As at Transfer Additions Deductions Transfer As at As at Transfer For Deductions Transfer As at As at


Particulars
April 1, pursuant to 'Assets March 31, April 1, pursuant the year to 'Assets March 31, March 31,
2019 to Ind held for 2020 2019 to Ind held for 2020 2020
AS 116 sale' AS 116 sale'

Freehold land 27.8 2.9 — — 22.6 8.1 — — — — — — 8.1

Leasehold land [Refer Note (a) below] 230.4 (230.2) — 0.2 — — 27.6 (27.6) — — — — —

Buildings [Refer Note (b) below] 3,487.2 — 88.9 180.4 553.6 2,842.1 595.0 — 161.1 29.2 112.6 614.3 2,227.8

Plant & machinery and Computers 10,488.1 — 796.9 426.9 535.8 10,322.3 4,368.7 — 1,116.1 236.3 282.2 4,966.3 5,356.0

Furniture and fixtures 293.3 — 25.9 7.6 40.7 270.9 144.4 — 38.3 5.4 21.3 156.0 114.9

Vehicles 157.9 — 1.3 15.6 10.7 132.9 114.4 — 20.1 15.4 10.2 108.9 24.0

Office equipment 283.7 — 6.3 10.9 27.8 251.3 157.5 — 39.6 8.1 19.2 169.8 81.5

Total 14,968.4 (227.3) 919.3 641.6 1,191.2 13,827.6 5,407.6 (27.6) 1,375.2 294.4 445.5 6,015.3 7,812.3

1(B). Right-of-use assets


(Refer Note 37) Rs. in million

Gross Block Depreciation / Amortisation Net Block

As at Transfer Additions Deductions Transfer As at As at Transfer For the Deductions Transfer As at As at


Particulars
April 1, pursuant to 'Assets March 31, April 1, pursuant year to 'Assets March 31, March 31,
2019 to Ind held for 2020 2019 to Ind held for 2020 2020
AS 116 sale' AS 116 sale'

Right-of-use land [Refer Note (a)


below] 9.9 227.3 — 13.5 29.5 194.2 — 27.6 3.1 0.7 1.2 28.8 165.4

Right-of-use Buildings 823.7 — 14.3 — 6.6 831.4 — — 223.0 — 3.0 220.0 611.4

Right-of-use Plant & machinery and


Computers 828.4 — 52.8 — — 881.2 — — 162.5 — — 162.5 718.7

Right-of-use Vehicles 99.3 — 29.4 — — 128.7 — — 35.5 — — 35.5 93.2

Total 1,761.3 227.3 96.5 13.5 36.1 2,035.5 — 27.6 424.1 0.7 4.2 446.8 1,588.7

1(C). Capital work-in-progress Rs. in million

Particulars As at Transfer pursuant Additions Amounts Transfer to As at


April 1, 2019 to Ind AS 116 Capitalised ‘Assets held for sale’ March 31, 2020

Capital work in progress 422.4 — 726.9 919.8 — 229.5

1(D). Intangible assets Rs. in million

Gross Block Amortisation Net Block

As at Transfer Additions Deductions Transfer As at As at Transfer For Deductions Transfer As at As at


Particulars
April 1, pursuant to 'Assets March 31, April 1, pursuant the year to 'Assets March 31, March 31,
2019 to Ind held for 2020 2019 to Ind held for 2020 2020
AS 116 sale' AS 116 sale'

Other intangible assets 8.0 — — — — 8.0 0.2 — 0.4 — — 0.6 7.4

Software 100.4 — 0.5 0.3 1.0 99.6 99.2 — 0.9 0.3 0.9 98.9 0.7

Total 108.4 — 0.5 0.3 1.0 107.6 99.4 — 1.3 0.3 0.9 99.5 8.1

Notes:
a) Includes gross block of Rs. 21.4 million and net block Rs. Nil (Previous Year: gross block Rs. 21.4 million and net block Rs. Nil)
for which the Company is in the process of complying with the terms of lease cum sale agreement and basis completion thereof,
would execute the final sale agreement to obtain right of ownership thereon.
b) Buildings include Rs. 0.01 million (Previous Year: Rs. 0.01 million) being the value of shares in various co-operative societies.
c) For assets held for sale, refer Notes 12 & 48.

86 Annual Report 2019-2020


Notes to the Financial Statements as at March 31, 2020
1(A). Property, plant and equipment Rs. in million

Gross Block Depreciation / Amortisation Net Block

Particulars As at Additions Deductions As at As at For the year Deductions As at As at


April 1, March 31, April 1, March 31, March 31,
2018 2019 2018 2019 2019

Freehold land 27.8 — — 27.8 — — — — 27.8

Leasehold land [Refer Note


(a) below] 276.4 — 46.0 230.4 31.0 3.1 6.5 27.6 202.8

Buildings [Refer Note (b)


below] 3,647.5 123.9 284.2 3,487.2 484.1 169.0 58.1 595.0 2,892.2

Plant & machinery and


Computers 11,398.5 306.7 1,217.1 10,488.1 4,040.1 1,172.2 843.6 4,368.7 6,119.4

Furniture and fixtures 307.5 9.2 23.4 293.3 112.1 44.9 12.6 144.4 148.9

Vehicles 145.7 21.8 9.6 157.9 93.8 28.5 7.9 114.4 43.5

Office equipment 251.4 57.3 25.0 283.7 124.5 49.9 16.9 157.5 126.2

Total 16,054.8 518.9 1,605.3 14,968.4 4,885.6 1,467.6 945.6 5,407.6 9,560.8

1(B). Right-of-use assets


Nil

1(C). Capital work-in-progress Rs. in million

Particulars As at Additions Amounts As at


April 1, 2018 Capitalised March 31, 2019

Capital work-in-progress 274.8 674.5 526.9 422.4

1(D). Intangible assets Rs. in million

Gross Block Amortisation Net Block

Particulars As at Additions Deductions As at As at For the year Deductions As at As at


April 1, March 31, April 1, March 31, March 31,
2018 2019 2018 2019 2019

Goodwill 17.1 — 17.1 — 17.1 — 17.1 — —

Other intangible assets — 8.0 — 8.0 — 0.2 — 0.2 7.8

Software 101.2 — 0.8 100.4 96.9 3.1 0.8 99.2 1.2

Total 118.3 8.0 17.9 108.4 114.0 3.3 17.9 99.4 9.0

Notes:
a) Includes gross block of Rs. 21.4 million and net block Rs Nil (Previous Year: gross block Rs. 21.4 million and net block Rs. Nil) for
which the Company is in the process of complying with the terms of lease cum sale agreement and basis completion thereof, would
execute the final sale agreement to obtain right of ownership thereon.

b) Buildings include Rs. 0.01 million (Previous Year: Rs. 0.01 million) being the value of shares in various co-operative societies.

BASF India Limited 87


Notes to the Financial Statements as at March 31, 2020
2. Loans (non-current)
(Unsecured, considered good) Rs. in million
As at As at
March 31, 2020 March 31, 2019
Security deposits 184.5 214.5
Loan to employees 0.4 0.5
184.9 215.0
Less: Loss allownace on financial assets 20.4 20.9
164.5 194.1

3. Deferred tax assets (net) Rs. in million


As at As at
March 31, 2020 March 31, 2019
Deferred tax assets
Temporary differences on account of:
Loss allowance on trade receivables 109.0 79.0
Carried forward business loss 188.6 170.9
Carried forward long term capital loss 55.2 —
Minimum Alternate tax (MAT) credit receivable 670.3 671.5
Payment towards Voluntary Retirement Scheme 77.2 81.6
Disallowance considering thin capitalisation rules 35.4 —
Others (Amounts allowable on a payment basis under the Income Tax Act, 1961) 297.0 252.2
Total deferred tax assets 1,432.7 1,255.2
Deferred tax liabilities
Temporary differences on account of:
Carrying value of property plant and equipment (554.1) (616.2)
Total deferred tax liabilities (554.1) (616.2)
Deferred tax assets (net) 878.6 639.0

4. Income tax assets (net) Rs. in million


As at As at
March 31, 2020 March 31, 2019
Opening balance 1,220.7 966.5
Add: Taxes paid 109.6 373.1
Less: Tax Provision created/ (reversed) for current year — 117.6
Less: Tax Provision created/ (reversed) for earlier years (6.3) 1.3
Closing balance 1,336.6 1,220.7

5. Other non-current assets


(Unsecured, considered good) Rs. in million
As at As at
March 31, 2020 March 31, 2019
Capital advances 34.8 107.9
Other Advances:
— Prepayments 4.8 7.1
— Amount recoverable from tax authorities 357.1 284.1
396.7 399.1

88 Annual Report 2019-2020


Notes to the Financial Statements as at March 31, 2020
6. Inventories
(Valued at lower of cost and net realisable value) Rs. in million
As at As at
March 31, 2020 March 31, 2019
Raw materials 4,806.7 4,724.6
Finished goods 2,264.4 3,605.4
Stock-in-trade 7,585.8 3,529.7
Work-in-progress 18.1 34.1
Others
Packing materials 202.5 202.1
Stores and spares 84.5 30.4
14,962.0 12,126.3
Goods in transit (included above)
Raw materials 2,939.8 2,001.9
Stock-in-trade 5,263.4 1,590.1
Finished goods 142.8 228.5
Packing materials 0.5 —

Amounts recognised in Statement of Profit and Loss


Write downs of inventories to net realisable value amounted to Rs. 134.2 million (Previous Year: Rs. 170.0 million).
These were recognised as an expense during the year and included in ‘cost of materials consumed’ and ‘Changes in
inventories of finished goods, stock-in-trade and work-in-progress’ in Statement of Profit and Loss.

7. Trade receivables Rs. in million


As at As at
March 31, 2020 March 31, 2019
Considered good:
Secured 17.6 26.7
Unsecured 13,651.0 10,380.0
13,668.6 10,406.7
Considered doubtful 312.0 226.1
13,980.6 10,632.8
Less: Loss allowance on trade receivables 312.0 226.1
13,668.6 10,406.7
Of the above, dues from companies where directors are interested 239.5 240.0
For Trade Receivables from related parties, refer Note 45.

8. Cash and bank balances Rs. in million


As at As at
March 31, 2020 March 31, 2019
Cash and cash equivalents
Cheques on hand 4.6 —
Balances with banks:
– In current accounts 620.2 127.8
Deposits with original maturity of less than three months 180.0 —
804.8 127.8
Bank balances other than cash and cash equivalents
– In unpaid dividend account 4.5 4.3
4.5 4.3
809.3 132.1
Of the above
Earmarked bank balances (unpaid dividend account) 4.5 4.3

BASF India Limited 89


Notes to the Financial Statements as at March 31, 2020
9. Loans (current)
(Unsecured) Rs. in million
As at As at
March 31, 2020 March 31, 2019
Security deposits 33.1 40.4
Loan to employees 7.6 11.9
40.7 52.3

10. Other financial assets


(Unsecured, considered good) Rs. in million

As at As at
March 31, 2020 March 31, 2019
Derivatives with positive fair values 639.9 5.2
Refund receivable from government authorities 810.9 625.7
Others receivable 214.8 61.9
1,665.6 692.8

11. Other current assets


(Unsecured, considered good) Rs. in million

As at As at
March 31, 2020 March 31, 2019
Prepayments 97.1 72.5
Advances to vendors 167.0 250.3
Balances with government authorities 1,271.8 2,302.6
1,535.9 2,625.4

12. Assets classified as held for sale Rs. in million

As at As at
March 31, 2020 March 31, 2019
Assets held for sale 791.8 14.1
791.8 14.1
Asset held for sale includes following:
Non core assets (residential apartments) — —
Land for biotechnology research 14.1 14.1
Construction chemicals business assets 777.7 —
791.8 14.1
Fair value measurement:
Non core assets (residential apartments) 443.5 443.5
Land for biotechnology research 14.1 14.1
Construction chemicals business assets 777.7 —
1,235.3 457.6

Notes:
(i) The Company intends to dispose off non core residential apartments as it no longer intends to utilise these assets. A
search for a buyer is underway. The Company expects the fair value less cost to sell to be higher than carrying amount.
(ii) The Company has sold certain plots of the land during the previous year and it intends to dispose off the balance
plot of land for biotechnology research related to ‘Agricultural Solution’ segment. No impairment loss was recognised
on reclassification of the freehold land as held for sale.
(iii) Assets of Construction chemicals business are being planned to be sold on a slump sale basis as a part of
business transfer arrangement (Refer Note 48).
(iv) Refer Note 39 for gains/ losses from sale of these assets.

90 Annual Report 2019-2020


Notes to the Financial Statements as at March 31, 2020
13. Share capital Rs. in million

As at As at
March 31, 2020 March 31, 2019

Authorised:

54,359,715 (Previous Year: 54,359,715) Equity Shares of Rs. 10/- each 543.6 543.6

Issued:

43,285,640 (Previous Year: 43,285,640) Equity Shares of Rs. 10/- each 432.9 432.9

Subscribed and paid-up:

43,284,958 (Previous Year: 43,284,958) Equity Shares of Rs. 10/- each fully paid 432.9 432.9

432.9 432.9

a. Reconciliation of number of equity shares outstanding as at the beginning and at the end of reporting year

As at March 31, 2020 As at March 31, 2019

Particulars Number Rs. in Number Rs. in


million million

Shares outstanding at the beginning and at the end of the year 43,284,958 432.9 43,284,958 432.9

b. Rights, preferences and restrictions attached to the shares


The Company has one class of equity shares having a par value of Rs. 10 per share. Each shareholder is eligible
for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the
shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation,
the equity shareholders are eligible to receive remaining assets of the Company after distribution of all preferential
amounts, in proportion to their shareholding.

c. Equity shares held by Ultimate Holding Company/ Holding Company and/ or their associates or subsidiaries

Name of Shareholder Relationship As at As at


March 31, 2020 March 31, 2019

BASF Societas Europea Ultimate Holding Company 22,835,320 20,939,259

BASF Schweiz AG Subsidiary of Ultimate Holding


Company 8,907,900 8,907,900

BASF Construction Solutions GmbH Subsidiary of Ultimate Holding — 1,896,061


(Formerly known as BASF Construction Company
Chemicals GmbH)

Note: BASF SE (Ultimate Holding Company) has acquired 1,896,061 equity shares having face value of Rs. 10 each,
representing 4.38% of the paid up equity share capital of the Company from BASF Construction Solutions GmbH
(Subsidiary of Ultimate Holding Company) by way of a block deal on March 23, 2020.

d. Equity shares in the Company held by each shareholder holding more than 5% shares

Name of Shareholder Relationship As at March 31, 2020 As at March 31, 2019

Number Percentage Number Percentage

BASF Societas Europea Ultimate Holding Company 22,835,320 52.75% 20,939,259 48.37%

BASF Schweiz AG Subsidiary of Ultimate Holding


Company 8,907,900 20.58% 8,907,900 20.58%

e. Information on equity shares allotted without receipt of cash or allotted as bonus shares or shares bought
back
None

BASF India Limited 91


Notes to the Financial Statements as at March 31, 2020
14. Other equity Rs. in million

As at As at
March 31, 2020 March 31, 2019
Securities premium 646.5 646.5
Amalgamation reserve 371.7 371.7
Share options outstanding account 32.1 25.4
General reserve 10,046.9 10,046.9
Retained earnings 2,330.1 2,605.5
13,427.3 13,696.0

(a) Securities premium


Securities premium is used to record the premium received on issue of shares. It is utilised in accordance with the
provisions of the Act.

Securities premium As at As at
March 31, 2020 March 31, 2019
Balance at beginning of the year 646.5 646.5
Balance at end of the year 646.5 646.5

(b) Amalgamation reserve


 Amalgamation reserve is used to record difference between the share capital of the amalgamating companies.
It is utilised in accordance with the provisions of the Act.

Amalgamation reserve As at As at
March 31, 2020 March 31, 2019
Balance at beginning of the year 371.7 371.7
Balance at end of the year 371.7 371.7

(c) Share options outstanding account


Share Options Outstanding Account is used to account for effects from employee stock option expense.

Share options outstanding account As at As at


March 31, 2020 March 31, 2019
Balance at beginning of the year 25.4 20.2
Add: Employee stock option expense (Refer Note 43) 6.7 5.2
Balance at end of the year 32.1 25.4

(d) General reserve


General reserves are the retained earnings of the Company which are kept aside out of the profits to meet future
(known or unknown) obligations.

General reserve As at As at
March 31, 2020 March 31, 2019
Balance at beginning of the year 10,046.9 10,046.9
Balance at end of the year 10,046.9 10,046.9

(e) Retained earnings

As at As at
March 31, 2020 March 31, 2019
Balance at beginning of the year 2,605.5 1,920.6
Add: Profit for the year 185.1 817.2
Items of other comprehensive income/ (loss):
Less: Remeasurement of the net defined benefit asset/ liability, net (199.6) 24.3
of tax effect
Appropriations:
Less: Dividend [Refer Note 34(b)] (216.4) (129.9)
Less: Dividend distribution tax (44.5) (26.7)
Balance at end of the year 2,330.1 2,605.5

92 Annual Report 2019-2020


Notes to the Financial Statements as at March 31, 2020
15. Borrowings (non-current)
(Unsecured) Rs. in million
As at As at
March 31, 2020 March 31, 2019
Term loan from related party
– External commercial borrowings 3,279.7 3,387.3
Less: Current maturities of long-term debt (Refer Note 21) (1,808.6) (353.2)
1,471.1 3,034.1

Terms of repayment
Interest is payable on a half yearly basis on June 15 and December 15 at 4.93 % p.a. for USD loan and at 6 months
EURIBOR + 147 basis point per annum for EURO loan.
The loan is repayable in various installments as per the repayment schedule summarised below:

Financial Year (Foreign Currency) As at March 31, 2020 As at March 31, 2019
Amount Amount Amount Amount
payable in payable in payable payable in
Foreign Rs. (million) in Foreign Rs. (million)
Currency Currency
(million) (million)
2019-20 (USD) — — 5.0 353.2
2020-21 (USD) 23.5 1,808.6 23.5 1,659.8
2021-22 (EURO)* 17.3 1,471.1 17.3 1,374.3
Total term loans from related parties 40.8 3,279.7 45.8 3,387.3

Total outstanding external commercial borrowings from BASF Belgium Coordination Center Comm. V. as on October 1,
2018 have been assigned to BASF Ireland limited effective October 1, 2018 with existing terms and conditions.
*U
 nder the agreement terms entered into with BASF Belgium Coordination Center Comm. V. on April 27, 2018, borrowings
aggregating USD 20 Million were converted into equivalent EURO loan amount at the EURO/ USD exchange rate
effective May 29, 2018 with interest rate of 6 months EURIBOR + 147 basis point per annum.

Net debt Reconciliation As at March 31, 2020 As at March 31, 2019

Cash and Liabilities Cash and Liabilities


Cash from financing Cash from financing
Equivalents activities Equivalents activities
(Refer Note (Refer Note
below) below)
Opening Net debt 127.8 9,173.8 81.0 8,761.2
Cash inflow 677.0 — 46.8 —
Interest expense — 1,277.9 — 1,648.8
Inter Corporate deposits taken — 980.0 — 3,100.0
Inter Corporate deposits/ External commercial — (4,240.9) — (3,361.3)
borrowings repaid
Other short-term borrowings taken (net) — 465.0 — 1,150.5
Foreign Exchange adjustments — 194.0 — (444.0)
Interest Paid — (1,188.9) — (1,681.4)
Closing Net debt (I) 804.8 6,660.9 127.8 9,173.8
Lease liabilities recognised under Ind AS 116 — 1,761.3 — —
Interest on leases liabilities — 122.6 — —
Additions to lease liabilities during the year — 96.5 — —
Repayment of lease liabilities — (392.5) — —
Closing lease liabilities (II) — 1,587.9 — —
Total closing Net debt (I+II) 804.8 8,248.8 127.8 9,173.8

Note: Liabilities from financial activities include Non-current Borrowings (Note 15), Current borrowings (Note 19), Current
maturities of long-term debts (Note 21) and Interest accrued but not due on borrowings (Note 21). For Lease liabilities,
refer Note 37.

BASF India Limited 93


Notes to the Financial Statements as at March 31, 2020
16. Other financial liabilities (non-current) Rs. in million

As at As at
March 31, 2020 March 31, 2019
Deposits from customers 56.1 66.1
Accrual for employee benefits 78.2 97.4
134.3 163.5

17. Provisions Rs. in million

Non-current Current

As at As at As at As at
March 31, 2020 March 31, 2019 March 31, 2020 March 31, 2019
Provision for employee benefits (Refer
Note 43)
– Compensated absences — — 379.7 348.0
– Long service award 26.6 21.5 1.4 1.2
– Gratuity — — 201.5 12.8
– Provident Fund 154.5 — — —
Other provisions (Refer Note 41) 403.3 469.8 — —
584.4 491.3 582.6 362.0

18. Other non-current liabilities Rs. in million


As at As at
March 31, 2020 March 31, 2019
Deferred revenue (Refer Note 46) — 34.3
— 34.3

19. Borrowings (current)


(Unsecured) Rs. in million
As at As at
March 31, 2020 March 31, 2019
Overdraft facilities from bank — 485.0
Short-term loan from bank 1,370.9 2,399.8
Commercial papers 1,978.9 —
Inter Corporate deposits from group companies (Refer Note 45) — 2,850.0
3,349.8 5,734.8
Overdraft facilities and Short-term loan from banks carry average interest ranging from 6% to 8% p.a. (Previous Year: 7%
to 9% p.a.) computed on daily basis on the actual amount utilised and are repayable on demand and maturity respectively.
Commercial papers carry average interest of 5.9% p.a. (Previous Year: 6.9% p.a.) over the financial year. Outstanding
Commercial Papers have maturity on June 15, 2020.
Inter Corporate deposits carry average interest rate of 6.7% p.a. (Previous Year: 7.3% p.a.) over the financial year.
Outstanding Inter corporate deposits as on March 31, 2019 were repaid/ renewed on maturity in June 2019. During the
year all Inter Corporate deposits availed have been repaid and there are no outstanding deposits as on March 31, 2020.

20. Trade payables Rs. in million

As at As at
March 31, 2020 March 31, 2019
Micro, Small and Medium Enterprises (Refer Note 38) 57.7 268.7
Others 21,377.1 12,387.3
21,434.8 12,656.0
For payables to related parties, refer Note 45.

94 Annual Report 2019-2020


Notes to the Financial Statements as at March 31, 2020
21. Other financial liabilities Rs. in million

As at As at
March 31, 2020 March 31, 2019

Current maturities of long-term debts (Refer Note 15) 1,808.6 353.2

Unpaid dividends* 4.5 4.3

Capital creditors 62.2 58.6

Derivatives with negative fair values 17.4 595.9

Accrual for employee benefits 310.4 447.1

Interest accrued but not due on borrowings 31.3 51.7

2,234.4 1,510.8

* There are no amounts due and outstanding to be credited to the Investor Education and Protection Fund.

22. Current tax liabilities Rs. in million

As at As at
March 31, 2020 March 31, 2019

Opening balance — 136.2

Add: Current tax payable for the year — —

Less: Reversal of provision for previous period — 33.9

Less: Taxes paid — 102.3

— —

23. Other current liabilities Rs. in million

As at As at
March 31, 2020 March 31, 2019

Advances received from customers 270.6 204.8

Deferred revenue (Refer Note 46) 25.6 61.8

Accrual for customer incentive schemes (Refer Note 46) 184.0 —

Statutory dues payable 169.2 112.5

649.4 379.1

BASF India Limited 95


Notes to the Financial Statements for the year ended March 31, 2020
24. Other income Rs. in million

For the For the


year ended year ended
March 31, 2020 March 31, 2019
Interest income 44.1 24.5
Interest on income tax refunds 21.3 21.8
Profit on sale of property plant and equipment (net) 48.3 6.8
Reversal of loss allowance on trade receivables (net) — —
Write back of other provisions (Refer Note 41) 44.3 —
Miscellaneous income 118.6 80.3
276.6 133.4

25. Cost of materials consumed Rs. in million

For the For the


year ended year ended
March 31, 2020 March 31, 2019
Raw materials:
Stock at the beginning of the year 4,724.6 4,439.5
Add: Purchases 25,537.4 33,927.7
Less: Stock at the end of the year (4,806.7) (4,724.6)
Cost of raw materials consumed 25,455.3 33,642.6
Packing materials consumed 932.6 1,137.5
26,387.9 34,780.1

26. Changes in inventories of finished goods,


stock-in-trade and work-in-progress Rs. in million

For the For the


year ended year ended
March 31, 2020 March 31, 2019
Stock at the end of the year:
Finished goods 2,264.4 3,605.4
Stock-in-trade 7,585.8 3,529.7
Work-in-progress 18.1 34.1
Sub-total 9,868.3 7,169.2
Stock at the beginning of the year:
Finished goods (3,605.4) (2,435.6)
Stock-in-trade (3,529.7) (3,107.5)
Work-in-progress (34.1) (30.0)
Sub-total (7,169.2) (5,573.1)
(2,699.1) (1,596.1)

27. Employee benefit expenses Rs. in million

For the For the


year ended year ended
March 31, 2020 March 31, 2019
Salaries, wages and bonus 3,195.2 3,331.7
Contribution to provident and other funds (Refer Note 43) 238.8 205.4
Share based payments (Refer Note 43) 6.7 5.2
Gratuity (Refer Note 43) 49.1 45.3
Staff welfare expense 118.5 177.1
3,608.3 3,764.7

96 Annual Report 2019-2020


Notes to the Financial Statements for the year ended March 31, 2020
28. Finance costs Rs. in million

For the For the


year ended year ended
March 31, 2020 March 31, 2019
Interest on borrowings 532.7 613.9
Add: Exchange differences regarded as an adjustment to borrowing costs 303.5 1,034.9
Total interest cost 836.2 1,648.8
Add: Effects from fair valuation of derivatives on borrowings (566.4) (804.0)
Add: Realised (gain)/ loss on rollover of derivatives relating to financing 441.6 —
activities
Interest on income tax — 6.3
Interest on lease liabilities 122.6 —
834.0 851.1

29. Depreciation and amortisation expenses Rs. in million

For the For the


year ended year ended
March 31, 2020 March 31, 2019
Depreciation of Property, plant and equipment 1,375.2 1,467.6
Depreciation of Right-of-use assets 424.1 —
Amortisation of intangible assets 1.3 3.3
1,800.6 1,470.9

30. Other expenses Rs. in million

For the For the


year ended year ended
March 31, 2020 March 31, 2019
Freight and handling charges 1,803.4 1,938.2
Power and fuel 829.2 1,068.5
Professional charges (Refer Note 32) 626.6 824.4
Communication / system expenses 1,065.2 1,150.5
Foreign exchange loss [net off gain on fair valuation of trade derivatives 541.1 317.5
Rs. 646.9 million (Previous Year: included loss of Rs. 196.4 million)]
Sales promotion expenses 581.6 514.0
Travelling 299.0 345.1
Subcontracting charges 221.3 245.6
Rent (Refer Note 37) 95.1 590.3
Royalty 457.5 518.9
Consumption of stores and spare parts 198.4 297.2
Service fees 49.7 68.2
Repairs — Machinery 171.5 255.6
— Buildings 117.5 154.1
— Others 29.2 30.1
Insurance 139.3 110.2
Rates and taxes 26.7 64.3
Bad debts written-off 3.8 151.7
Less: Utilisation of loss allowance on trade receivables (3.8) (151.7)
— —
Loss allowance on trade receivables (net) 89.7 42.9
Miscellaneous expenses 492.4 441.9
Corporate Social Responsibility expenses (Refer Note 42) 1.5 1.5
7,835.9 8,979.0

BASF India Limited 97


Notes to the Financial Statements for the year ended March 31, 2020
31. Tax expense Rs. in million

For the For the


year ended year ended
March 31, 2020 March 31, 2019

(a) Income tax expense


Current tax
Current tax — 112.8
Income tax for previous periods (6.3) (32.6)
Income tax impact on items included in Other comprehensive income — 4.8
Total current tax expense (6.3) 85.0
Deferred tax (including tax on Other comprehensive income)
(Increase) in deferred tax asset (177.5) (78.2)
(Decrease) in deferred tax liabilities (62.1) (100.6)
Total deferred tax benefit (239.6) (178.8)
Total income tax (credit) / expense (245.9) (93.8)

For the For the


year ended year ended
March 31, 2020 March 31, 2019

(b) Reconciliation of tax expense and the accounting profit


multiplied by India's tax rate

Profit before income tax expense 46.5 718.6


Other comprehensive income (before tax) (306.9) 29.1
Total (260.4) 747.7
Income tax rate 34.94% 34.94%
Tax on income (91.0) 261.2
Tax effect of items in reconciliations

Impact of derivatives (240.5) (275.3)


Tax effects for prior years and others 85.6 (79.8)
Income tax expense (245.9) (93.8)


32. Payment to auditors


Professional charges in Note 30 includes payment to auditors as follows: Rs. in million

For the For the


year ended year ended
March 31, 2020 March 31, 2019
As auditors 14.9 13.1
For reimbursement of expenses 1.1 1.0

Total 16.0 14.1

98 Annual Report 2019-2020


Notes to the Financial Statements for the year ended March 31, 2020
33. Fair value measurement
Financial instruments
To provide an indication about the reliability of the inputs used in determining fair value, the Company has
classified its financial instruments into the three levels prescribed under Indian accounting standard 113 - ‘Fair
value measurement’.

Explanation of each
Level 1: Determination of the fair value based on quoted, unadjusted prices on active markets.
Level 2: Determination of fair value based on parameters for which directly or indirectly quoted prices on active
market are available.
Level 3: Determination of fair value based on parameters for which there is no observable market data.
Fair values for financial assets and liabilities (other than those disclosed below) approximates the carrying amount.
All other financial assets and financial liabilities are carried at amortised costs.

Rs. in million
Fair value Valuation category and technique As at As at
hierarchy March 31, 2020 March 31, 2019

Financial assets

Derivatives – no hedge accounting Level 2 Fair value through profit and loss. 639.9 5.2
Valuation technique – use of dealer
quotes for similar instruments.

Financial liabilities

Derivatives – no hedge accounting Level 2 Fair value through profit and loss. 17.4 595.9
Valuation technique – use of dealer
quotes for similar instruments.

There are no reclassification between different levels during the year.

Risks exposure:
(i) Foreign currency risk
The Company is exposed to foreign-currency risks during the normal course of business. These risks are
hedged through a determined strategy employing derivative instruments. Hedging is only employed for
underlying items from the operating business. The risks from the underlying transactions and the derivatives
are constantly monitored. Where the derivatives have a positive value, the Company is exposed to credit risks
from the derivative transactions in the event of nonperformance of the other party. To minimise the default risk
on derivatives with the positive market values, transactions are exclusively conducted with credit worthy banks
and partners and are subject to predefined credit limits. The contracting and execution of derivative financial
instruments for hedging purposes are conducted according to internal guidelines and subject to strict control
mechanism.
The sensitivity analysis is conducted by simulating a 10% appreciation/ depreciation of the functional currency
against respective other currencies.

BASF India Limited 99


Notes to the Financial Statements for the year ended March 31, 2020
33. Fair value measurement (Continued)
(i) Foreign currency risk (Continued)
(a) Foreign currency risk exposure:
The Company’s exposure to foreign currency risk at the end of the reporting period is as follows:
Rs. in million
As at As at
March 31, 2020 March 31, 2019
Trade payable
USD 17,608.1 9,318.6
EUR 501.8 116.0
JPY 2.7 9.8
AUD — 0.5
GBP 0.4 —
Capital Creditors
USD 20.0 18.8
EUR 4.6 —
Capital Advances
EUR 24.2 102.4
USD — 0.9
Borrowings (including interest accrued)
USD 1,835.0 2,042.0
EUR 1,476.0 1,379.2
Other current liabilities
USD 1.6 1.5
Trade receivables
USD 507.6 1,800.6
EUR 154.7 39.1
Other current assets- Foreign Advance
USD 0.4 —
EUR 1.9 —
Other financial assets
USD 16.6 —
Cash and cash equivalents (EEFC account)
USD 565.1 24.3

As at As at
March 31, 2020 March 31, 2019
Forward contracts
USD 17,101.4 9,069.6
EUR 1,979.6 1,374.3

As at As at
March 31, 2020 March 31, 2019
Net exposure (after forward contracts)
USD 1,273.6 485.5
EUR (178.0) (20.6)
JPY 2.7 9.8
AUD — 0.5
GBP 0.4 —
(b) Sensitivity
The sensitivity of profit or loss to changes in exchange rates by 10%* arises mainly from foreign currency
denominated financial instruments. Impact of sensitivity on net exposure for major currency balances is
as follows:
Rs. in million
As at March 31, 2020 As at March 31, 2019
Currency Increase in Decrease in Increase in Decrease in
exchange rate exchange rate exchange rate exchange rate
USD 127.4 (127.4) 48.6 (48.6)
EUR (17.8) 17.8 (2.1) 2.1
* Holding all other variables constant.

100 Annual Report 2019-2020


Notes to the Financial Statements for the year ended March 31, 2020
33. Fair value measurement (Continued)
(ii) Interest rate risk
Interest rate risk results from changes in prevailing market interest rates, which can cause a change in the fair value
of fixed-rate instruments and changes in the interest payments of the variable-rate instruments. To hedge interest
rate risk, mix of variable and fixed instruments is judiciously applied for financing the Company’s requirements.
(a) Interest rate risk exposure
The exposure of Company’s borrowing to interest rate changes at the end of the year are as follows:
Rs. in million
As at March 31, 2020 As at March 31, 2019
Weighted % of total Total Weighted % of total Total
average loans Borrowings average loans Borrowings
interest rates interest rates
External commercial borrowings
(USD) (Fixed rate) 4.9% 27.3% 1,808.6 4.9% 22.1% 2,013.0
External commercial borrowings
(EURO) (Variable rate) 1.2% 22.2% 1,471.1 1.2% 15.1% 1,374.3
Short term borrowings,
Commercial paper, Inter
Corporate deposits, Overdraft
facilities (Variable rate) 6.4% 50.5% 3,349.8 7.5% 62.8% 5,734.8
Total 100.0% 6,629.5 100.0% 9,122.1

(b) Sensitivity
The sensitivity of profit or loss to changes in interest rates
Rs. in million
As at As at
March 31, 2020 March 31, 2019
Rate increase by 100 basis points* 48.2 71.1
Rate decrease by 100 basis points* (48.2) (71.1)
* Considering borrowings with variable rates and holding all other variables constant

(iii) Liquidity risk


The Company recognises any risk from cash flow fluctuations as a part of liquidity planning. The Company has
access to sufficient liquidity from unutilised credit lines from banks, ongoing commercial paper programme,
debentures.
(a) Financing arrangements
The Company has access to undrawn borrowing facilities from banks for Rs. 11,299 million
(Previous Year: Rs. 12,419 million) as on March 31, 2020. The Company also has unused Commercial
Papers limit of Rs. 5,500 million (Previous Year: Rs. 7,500 million).
(b) Maturities of financial liabilities
The interest and principal payments as well as other payments for derivative financial instruments are
relevant for the presentation of the maturities of the contractual cash flows from financial liabilities.
Derivatives are included using their net cash flow, provided they have a negative fair value and therefore
represent a liability. Derivatives with positive fair values are assets and are therefore not considered. Trade
accounts payable are generally interest-free and due within one year. Therefore, the carrying amount of
trade accounts payable equals the sum of future cash flows.
Rs. in million
Contractual maturities of financial Upto 1 year 1 year to 2 years to more than Total
liabilities as at March 31, 2020 2 years 3 years 3 years
Non-derivatives
Borrowings 5,158.4 1,471.1 — — 6,629.5
Trade payables 21,434.8 — — — 21,434.8
Lease liabilities 435.8 332.9 230.1 589.1 1,587.9
Other financial liabilities 408.5 134.3 — — 542.8
Total non-derivative liabilities 27,437.5 1,938.3 230.1 589.1 30,195.0
Derivatives
Derivatives with negative fair values 17.4 — — — 17.4
Total derivative liabilities 17.4 — — — 17.4

BASF India Limited 101


Notes to the Financial Statements for the year ended March 31, 2020
33. Fair value measurement (Continued)
(iii) Liquidity risk (Continued)
(b) Maturities of financial liabilities (Continued)
Rs. in million

Contractual maturities of financial Upto 1 year 1 year to 2 years to more than Total
liabilities as at March 31, 2019 2 years 3 years 3 years
Non-derivatives
Borrowings 6,088.0 1,659.8 1,374.3 — 9,122.1
Trade payables 12,656.0 — — — 12,656.0
Other financial liabilities 561.7 163.5 — — 725.2
Total non derivative liabilities 19,305.7 1,823.3 1,374.3 — 22,503.3

Derivatives
Derivatives with negative fair values 595.9 — — — 595.9
Total derivative liabilities 595.9 — — — 595.9

(iv) Credit risk


Credit risk arise when counterparties do not fulfill their contractual obligations. The Company regularly analyses
the credit worthiness of relevant customers and grants credit limits on the basis of this analysis. Due to the
diversified customer structure of the Company, there is no significant concentration of default risk. The carrying
amount of all receivables, loans plus the nominal value of other financial obligations subject to expected credit
loss and default risk represents the maximum default risk for the Company. The expected credit losses are
calculated taking into consideration the credit rating of the customer, probability of default for various different
credit ratings.

(a) Provision for expected credit loss:


– For trade receivables under life time expected credit loss model (simplified approach)

Year ended March 31, 2020 Rs. in million

Ageing Not due Overdue Total


Gross carrying amount 10,871.0 3,109.6 13,980.6
Expected loss rate 0.5% 8.2%
Expected credit losses (loss allowance provision) 57.7 254.3 312.0
Carrying amount of trade receivable (net of impairment) 10,813.3 2,855.3 13,668.6

Year ended March 31, 2019 Rs. in million

Ageing Not due Overdue Total


Gross carrying amount 9,731.5 901.3 10,632.8
Expected loss rate 0.5% 19.7%
Expected credit losses (loss allowance provision) 48.7 177.4 226.1
Carrying amount of trade receivable (net of impairment) 9,682.8 723.9 10,406.7

–
For other financial assets – High quality assets, negligible credit risk (under 12 months expected
credit loss)
Rs. in million
Particulars Estimated Expected Expected Carrying
gross carrying probability of credit amount net
amount at default loss of impairment
default provision
March 31, 2020 1,891.2 1.1% 20.4 1,870.8
March 31, 2019 960.1 2.2% 20.9 939.2

102 Annual Report 2019-2020


Notes to the Financial Statements for the year ended March 31, 2020
33. Fair value measurement (Continued)
(iv) Credit risk (Continued)
(b) Reconciliation of loss allowance provision for Trade Receivables Rs. in million
Loss allowance on March 31, 2018 334.9
Less: Utilisation towards bad debts (151.7)
Add: Changes in loss allowance 42.9
Loss allowance on March 31, 2019 226.1
Less: Utilisation towards bad debts (3.8)
Add: Changes in loss allowance 89.7
Loss allowance on March 31, 2020 312.0
Significant estimates and judgements
Impairment of financial assets
 The impairment provision for the financial assets disclosed above are based on credit ratings, assumptions about
risk of default and expected loss rates. The Company uses judgement in making these assumptions and selecting
the inputs to the impairment calculation, based on the Company’s past history, existing market conditions as well
as forward looking estimates at the end of each reporting year.

34. Capital management


(a) Risk management
The aim of capital structure management is to maintain the financial flexibility needed to further develop the
Company’s business portfolio and take advantage of strategic opportunities. The objective of the Company’s
financing policy are to secure solvency, limit financial risks and optimise the cost of capital.
The Company’s capital structure is managed using equity and debt ratios as a part of the Company’s financial
planning.
Generally a mix of commercial paper programme, inter corporate deposits, overdraft facilities and bank loans
are used for short term financing while group external commercial borrowings are used for financing long term
requirements.
The goal is to optimise the Company’s capital cost financing conditions.
The Company monitors capital on the basis of the following ratios:
1. Equity ratio - Total equity divided by Total assets
Rs. in million
As at As at
March 31, 2020 March 31, 2019
Total equity 13,860.2 14,128.9
Total assets 45,888.9 38,494.8
Equity ratio 30.2% 36.7%
2. Debt equity ratio – Total debt divided by Total equity
Total debt = Long term borrowings + Short term borrowings + Current maturities of long term debts
Rs. in million
As at As at
March 31, 2020 March 31, 2019
Total debt 6,629.5 9,122.1
Total equity 13,860.2 14,128.9
Debt equity ratio 0.5 0.6

(b) Dividends
Rs. in million
As at As at
March 31, 2020 March 31, 2019
(i) Equity shares
Dividend for the year ended March 31, 2019 of Rs. 5
(March 31, 2018 of Rs. 3) per fully paid share 216.4 129.9
Proposed dividend
(ii) Dividend not recognised at the end of reporting year
In addition to the above dividends, since year end, the Board of
Directors have recommended the payment of a dividend of Rs. 3
for the year ended March 31, 2020 (Previous Year: Rs. 5) per fully
paid share. This proposed dividend is subject to the approval of
shareholders in the ensuing annual general meeting. 129.9 216.4

BASF India Limited 103


Notes to the Financial Statements for the year ended March 31, 2020
35. Contingent liabilities
Rs. in million
Nature As at As at
March 31, 2020 March 31, 2019
Contingent liabilities (excluding interest & penalties)
a) Claims against the Company not acknowledged as debts 39.1 42.0
In respect of which the Company has counterclaim — —
b) Demand for taxes and duties in respect of which the company
has preferred appeals with appropriate authorities
a. Income tax 1,842.5 1,077.6
b. Customs, Excise, Service tax and Sales tax
(refer Note (i) below) 2,523.3 26.6
Total 4,404.9 1,146.2
Note:
(i) The Company has received demand notices from the Commercial Tax Department, Karnataka aggregating
Rs. 6,209.3 million (including interest and penalty) for the period 2006-07 to 2014-15, by treating the stock
transfers of its Mangalore Plant as interstate sales to dealers. However, recovery of these demands have
been stalled by the Hon’ble Karnataka Appellate Tribunal for the period 2006-07 to 2010-11 & 2014-15. The
Company is in the process of filing appeal with stay application before KAT for the period 2011-12 to 2013-14.
The Company has also filed a Writ Petition before the Hon’ble Karnataka High Court against the order passed
by Hon’ble Central Sales Tax Appellate Authority (CSTAA).
Further, the Company has received proposition notices aggregating Rs. 463.9 million (including interest
and penalty) for the period 2015-16 from Commercial Tax Department, Karnataka. The Company has filed
necessary reply/ submissions in response to these notices.
Demand orders aggregating Rs. 2,496.0 million (excluding interest and penalty) have been disclosed under
contingent liabilities. Based on the expert legal advice obtained by the Company, it does not consider these
stock transfers as interstate sales. Hence no provision is considered necessary in the books.

36. Commitments
Estimated amount of contracts remaining to be executed on capital account and not provided (net of advances) for
Rs. 336.7 million (Previous Year: Rs. 349.8 million)

37. Leases
The Company has adopted modified retrospective approach as per para C8 (c) (ii) of Ind AS 116 – Leases, effective
from April 1, 2019. Accordingly, comparatives of the year ended March 31, 2019 have not been retrospectively adjusted.

The Company leases warehouses, vehicles, office facilities, storage tanks, equipments etc. On the initial date of
application, the Company has recognised right of use of assets (an amount equal to the lease liability, adjusted
by prepaid lease rent) of Rs. 1,761.3 million as at April 1, 2019. For asset class wise breakup of lease assets
recognised at beginning of year, refer Note 1(B).

The lease liabilities were measured at the present value of the remaining lease payments, discounted using the
leasee’s incremental borrowing rate as of April 1, 2019. The weighted average incremental borrowing rate used to
discount the gross lease liabilities as on April 1, 2019 was 6 to 8%.
a) Operating lease commitments and reconciliation with opening lease liability:

Operating lease commitments (minimum lease payments in respect of non-cancellable leases) as of March
31, 2019 were as follows:
Rs. in million
As at
March 31, 2019
Due:
Not later than one year 177.8
Later than one year but not later than five years 604.9
Later than five years —
Total 782.7

104 Annual Report 2019-2020


Notes to the Financial Statements for the year ended March 31, 2020
37. Leases (Continued)
a) Operating lease commitments and reconciliation with opening lease liability: (Continued)

Based on the operating lease commitments as of March 31, 2019 as disclosed above, the reconciliation to
the opening balance for lease liabilities as of April 1, 2019 is as follows:
Rs. in million
Amount
Operating lease commitments as of March 31, 2019 782.7
Add: Adjustment as a result of a different treatment of extension and termination options available 1,424.3
under Ind AS 116 (not included in operating lease commitments as on March 31, 2019)
Add: Other adjustments 10.3
Gross lease liabilities as of April 1, 2019 2,217.3
Less: Discounting using incremental borrowing rate of leasee at date of initial application (456.0)
Present value of lease liabilities as of April 1, 2019 1,761.3

b) Amounts recognised in the Statement of Profit and Loss:


Rs. in million
For the
year ended
March 31, 2020
(i) Depreciation charge on Right-of-use assets (Refer Notes 1(B) and 29) 424.1
(ii) Interest expense for lease liabilities (Refer Note 28) 122.6
(iii) Rent expense (Refer Note 30):
— Expenses for variable lease payments not included in lease liabilities 17.9
— Expenses for short-term leases 77.2
Total 95.1

In the previous year ended March 31, 2019, lease rent of Rs. 590.3 million towards cancellable and non cancellable
leases has been included under “Rent” in Note 30 to the Financial Statements.

c) Other disclosures:
(i) Lease liabilities:
Rs. in million
As at
March 31, 2020
Non-current lease liabilities 1,152.1
Current lease liabilities 435.8
Total lease liabilities 1,587.9

For maturity profile of Lease liabilities as of March 31, 2020, refer Note 33(iii)(b).

(ii) Additions to the right-of-use assets and carrying values of right-of-use assets as at end of reporting
period are disclosed in Note 1(B).

BASF India Limited 105


Notes to the Financial Statements for the year ended March 31, 2020
38. Micro, Small and Medium Enterprises Development Act, 2006
On the basis of information and records available with the Management, the following disclosure pursuant to the
Micro, Small and Medium Enterprises Development Act, 2006 (‘MSMED Act’) are made for the amounts due to the
Micro and Small enterprises, who have registered with the competent authorities:
Rs. in million
Particulars As at As at
March 31, 2020 March 31, 2019
The principal amount and the interest due thereon remaining unpaid to
any supplier registered under the MSMED Act as at the end of the year.
– Principal amount 4.5 221.4
– Interest amount 0.5 1.4
The interest paid by the buyer in terms of Sections 16 of the Micro,
Small and Medium Enterprises Development Act, 2006, along with the
amount of payments made beyond the appointed date during each
account year — —
The amount of interest due and payable for the period of delay in
making payment (which has been paid but beyond the appointed
day during the year) but without adding the interest specified under
MSMED Act, 2006. 5.4 23.2
The amount of interest accrued and remaining unpaid at the end of
each accounting year. 5.9 24.6
The amount of further interest remaining due and payable even in the
succeeding years, until such date when the interest dues as above are
actually paid to the micro, small and medium enterprise. 53.2 47.3

39. Exceptional items Rs. in million

Particulars For the For the


year ended year ended
March 31, 2020 March 31, 2019
Loss on divestiture of Optical Brightening Agents (OBA) business (261.5) —
Profit on divestiture of paper wet-end and water chemicals business
pursuant to global divestment — 1,593.6
Profit on transfer of pigments business — 55.7
Profit on sale of its non-core assets (i.e. residential properties) — 43.1
Compensation towards Voluntary Retirement Scheme for certain
permanent workmen at Thane plant (63.1) (284.2)
Write down of certain assets due to cessation of certain operations
from Thane plant — (147.6)
Total (324.6) 1,260.6

40. Offsetting financial assets and financial liabilities


Rs. in million
Gross amounts Gross amounts Net amounts
set off in the presented in
balance sheet balance sheet
(Financial
(Financial Liabilities - (Net Financial
Assets - Trade Rebates / Assets - Trade
Receivables) Discounts) Receivables)
March 31, 2020 14,500.8 832.2 13,668.6
Total 14,500.8 832.2 13,668.6

March 31, 2019 10,909.9 503.2 10,406.7


Total 10,909.9 503.2 10,406.7

Trade receivables
The Company gives rebates/ discounts for certain business units. Under the terms of contract, the amounts
payable by the Company are offset against receivables from customers and only the net amount is settled (i.e.
after adjustment of credit notes towards rebates/ discounts). The relevant amounts have therefore been presented
net in the Balance Sheet.

106 Annual Report 2019-2020


Notes to the Financial Statements for the year ended March 31, 2020
41. Other provisions Rs. in million

As at As at
March 31, 2020 March 31, 2019
At the commencement of the year 469.8 505.8
Add: Provisions made during the year (net) (44.3) 16.3
Less: Utilisation during the year 22.2 52.3
At the end of the year 403.3 469.8
 Other provisions represents provisions for certain income tax, indirect taxes and other legal matters, the outflow
of which would depend on settlement/ conclusion of these matters with the relevant authorities or cessation of the
respective events.

42. Corporate Social Responsibility (‘CSR’)


As per Section 135 of the Act, a Company meeting the applicability threshold, needs to spend atleast 2% of its
average net profit for the immediately preceding three financial years on CSR activities. The major areas for CSR
activities are promoting education facilities, sanitation and making available safe drinking water. A CSR committee
has been formed by the Company as per the Act.
(a) Gross amount required to be spent by the Company during the year: Rs. 1.3 million (Previous Year: Rs. Nil)
(b) The areas of CSR activities and contributions made thereto are as follows:
Rs. in million

Amount spent during the year on: For the For the
year ended year ended
March 31, 2020 March 31, 2019
1) Construction/Acquisition of any assets — —
2) For purposes other than (1) above:
–P
 romoting education facilities, sanitation and making available
safe drinking water 1.5 1.5

43. Employee benefits


(a) Defined contribution plans:
 The Company’s contribution to defined contribution funds comprising of Superannuation fund, Employees’
State Insurance Schemes and National Pension System (NPS) scheme amounting to Rs. 83.4 million
(Previous Year: Rs. 79.4 million) (net of recoveries) has been charged to the Statement of Profit and Loss.
(b) Defined benefit plans:
 (i) Gratuity
Gratuity is payable to all eligible employees of the Company on retirement, death, permanent disablement
and resignation in terms of provisions of the Payment of Gratuity Act, 1972, or as per the Company’s
scheme whichever is more beneficial. The Company irrevocably contributes funds to a separate Gratuity
Trust which is recognised by Income Tax authorities.
Rs. in million
Gratuity Funded
As at As at
March 31, 2020 March 31, 2019
I) Reconciliation of present value of defined benefit
obligation
Balance at the beginning of the year 495.8 560.7
Benefits paid from plan (37.2) (106.5)
Current service cost 45.4 44.9
Interest cost 37.8 41.1
Actuarial gain/loss recognised in other comprehensive
income
– Changes in demographic assumptions — (0.1)
– Changes in financial assumptions 60.7 (19.6)
– Changes of experience adjustments 7.5 12.1
Transfers (out) on divestitures (32.1) (36.8)
Balance at the end of the year 577.9 495.8

BASF India Limited 107


Notes to the Financial Statements for the year ended March 31, 2020
43. Employee Benefits (Continued)
Rs. in million
Gratuity Funded
As at As at
March 31, 2020 March 31, 2019

II) Reconciliation of present value of plan assets


Balance at the beginning of the year 483.0 519.8
Contributions paid into plan 12.8 40.9
Benefits paid (37.1) (106.5)
Employer direct benefit payments — 1.7
Return on plan assets (excluding interest income)
[Refer note (c) below] (84.3) 21.5
Interest income 34.1 40.7
Transfer out on divestitures (32.1) (35.1)
Balance at the end of the year 376.4 483.0
Net liability (current) (I-II) 201.5 12.8

III) Expenses recognised in the Statement of Profit and Loss


Current service cost 45.4 44.9
Interest cost 37.8 41.1
Interest income (34.1) (40.7)
Expenses recognised in the Statement of Profit and Loss 49.1 45.3

IV) Remeasurements recognised in other comprehensive


income
Actuarial loss/ (gain) on defined benefit obligation 68.2 (7.6)
Return on plan assets excluding interest income 84.3 (21.5)
152.5 (29.1)

The plan assets under the Gratuity scheme are deposited under approved securities. The major categories
of plan assets as a percentage of total plan assets are provided below:-
As at As at
March 31, 2020 March 31, 2019
Government of India securities 10% 10%
State government securities 59% 57%
Public Sector Unit bonds 6% —
Private sector bonds 15% 22%
Fixed deposit and others 1% 2%
Special deposit scheme 6% 6%
Mutual funds 3% 3%
Total 100% 100%

The assumptions used for actuarial valuation are as follows:-

As at As at
March 31, 2020 March 31, 2019
Discount rate 6.04% 7.70%
Expected salary increase rate 6% - 8% p.a. 6% - 8% p.a.
Attrition Rate 2% - 9% p.a. 2% - 9% p.a.
In-service mortality rates Indian Assured Indian Assured
Lives Mortality Lives Mortality
(2012-14) Ultimate (2012-14) Ultimate
The expected rate of return on assets is based on the expectation of the average long term rate of return
on investment of the fund, during the estimated term of obligation.
The obligations are measured at the present value of estimated future cash flows by using a discount rate
that is determined with reference to the market yields at the Balance Sheet date on Government Bonds
which is consistent with the estimated terms of the obligation.

108 Annual Report 2019-2020


Notes to the Financial Statements for the year ended March 31, 2020
43. Employee Benefits (Continued)
The estimate of future salary increase, considered in the actuarial valuation, takes into account inflation,
seniority, promotion and other relevant factors such as supply and demand in the employment market.
Rs. in million

Expected total benefit payments As at As at


March 31, 2020 March 31, 2019
Year 1 47.9 77.1
Year 2 55.2 43.8
Year 3 49.1 51.0
Year 4 57.3 47.0
Year 5 45.8 52.7
Next 5 years 189.4 189.7
Sensitivity analysis – defined benefit obligation end of period:
Rs. in million

As at As at
March 31, 2020 March 31, 2019
Discount rate +100 basis points 538.5 491.4
Discount rate –100 basis points 622.6 557.8
Salary Increase Rate +1% 618.6 554.9
Salary Increase Rate –1% 541.2 493.5
Attrition Rate +1% 573.2 522.6
Attrition Rate –1% 583.3 522.8
The above sensitivity analyses are based on a change in an assumption while holding all other assumptions
constant. In practice, this is unlikely to occur and changes in some of the assumptions may be correlated.
When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the
same method (present value of defined benefit obligation calculated with projected unit credit method at
the end of reporting period) has been applied as when calculating the defined benefit liability recognised
in the Balance Sheet. The method and type of assumptions used in preparing the sensitivity analysis for
current year are in line with previous year.
The contribution expected to be made by the Company during the financial year 2020-21 is Rs. 201.5 million
(Previous Year: Rs. 82.7 million).
(ii) Provident Fund
The Company has an obligation to fund any shortfall on the yield of the Company’s Trust investments
over the administered interest rates on an annual basis. These administered rates are notified by the
Government annually. The Actuarial Society of India has issued the final guidance for measurement of
provident fund liabilities. The actuary has accordingly provided a valuation based on the below provided
assumptions as at March 31, 2020.
The details of fund and plan assets position as at year end is given below:
Rs. in million

As at As at
March 31, 2020 March 31, 2019
Plan assets as year end, at fair value 2,953.2 3,142.4
Present value of benefit obligation at year end 3,074.6 3,080.4
Excess of plan obligation over plan assets 121.4 —
Cost of shortfall in interest rate guarantee 33.1 —
Net liability [Refer note (c) below] 154.5 —
Assumptions used in determining the present value obligation to
the interest rate guarantee under the Deterministic Approach:
Discount rate 6.04% 7.70%
Average remaining tenure of the investment portfolio 5 years 5 years
Expected guaranteed interest rate 8.5% 8.7%

During the year ended March 31, 2020, amount recognised in the Statement of Profit and Loss for the
Company’s Contribution to Employee provident fund (net of recoveries, if any) is Rs. 155.4 million
(Previous Year: Rs. 126.1 million).

BASF India Limited 109


Notes to the Financial Statements for the year ended March 31, 2020
43. Employee Benefits (Continued)
Risk exposure
The fund assets for Gratuity and Provident fund are maintained by BASF trust fund, a legally independent
funded plan, which is financed by contribution of employees and the employer as well as the return on plan
asset.
Following risk-mitigating strategies are adopted for the Funds:
Being managed passively, the debt segments of the portfolios are predominantly exposed to Credit Risk and
Reinvestment Risk. These risks are managed in the following manner:
Reinvestment risk: Reinvestment risk is minimized by spreading maturities of debt investments across

various years. Here a balance is struck between minimizing reinvestment risk and maximizing yield given the
term structure of interest rates, issuance pattern of debt instruments and their liquidity.
Owing to the investment regulation, the Funds have also invested in Equity Mutual Funds which are exposed
to Market Risk.
Market risk: Market risk is minimized by (a) ensuring that schemes selected for investment have high-

ranking by independent agencies (b) large-cap orientation and (c) have a track record of superior down-side
management. Further, volatilities in returns of these schemes are minimized by staggering deployment in
the schemes across months which bring in cost-averaging. Performance of the schemes is monitored on a
monthly basis. Corrective action, if required, is recommended for schemes that underperform their peers and
the benchmark consistently.
Credit risk: Credit risk is minimized by spreading exposure to multiple debt issuers, i.e. by not allowing

exposure to an individual debt issuer to exceed by 5%-10% (depending on the issuer type) of the total portfolio
at any time. Further, investments are made only in high grade bonds. Rating migrations in the instruments
held in the portfolios are tracked regularly and are reported to the Trustees in case of downgrades. Corrective
action on downgrades is suggested, if deemed necessary.

(c)
Probable incremental employee benefit liability that may arise on the Company due to likely shortfall in fund

balance considering uncertainty in recoverability of certain investments held by the Gratuity Trust - Rs. 56.5 million
(Previous Year: Nil) and Provident Fund Trust - Rs. 154.5 million (Previous Year: Nil), has been included as
remeasurement costs in ‘Other comprehensive income’.

(d) Share-based payments:


The Ultimate Holding Company (‘BASF SE’) offers Share Price based compensation program (‘option program’)
for senior executives of BASF group. Participation in this program is voluntary.
The option program starts every year on July 1. After the two-year vesting period, the options can be exercised
for a period of six years. Options that have not been exercised by the end of the exercise period of the
respective program are forfeited, without any subsequent payment obligations towards the bearer.
The model used in the valuation of the option plans are based on the arbitrage-free valuation model according
to Black-Scholes. The fair values of the options are determined using the binomial model.
The Company has recognized share based payment transactions of BASF SE as equity settled share based
payment transaction in accordance with the requirements of paragraph 43 A and 43 B of Ind AS 102 Share
Based Payments, since the Company receives the services of the employees to whom the options have been
granted by BASF SE and the Company has no obligation to settle these options.

For the year ended For the year ended


March 31, 2020 March 31, 2019
Charge included in employee benefit Rs. in million 6.7 5.2
expense (Refer Note 27)
Options outstanding at the beginning of the Nos 13,930.0 11,961.0
year
Options granted during the year Nos 8,476.0 3,312.0
Options forfeited, exercised or expired during Nos (132.0) (1,343.0)
the year
Outstanding at the end of the year Nos 22,274.0 13,930.0
Fair value of options and parameters used As at As at
for valuation December 31, 2019 December 31, 2018
Fair value of BASF SE's shares Euro 20.5 10.5
Volume-weighted average market price of Euro 68.2 85.5
BASF SE's shares
Expected volatility of BASF SE's shares % 23.4 25.3
Dividend yield % 4.8 5.3
Risk-free interest rate % (0.3) 0.0

110 Annual Report 2019-2020


Notes to the Financial Statements for the year ended March 31, 2020
43. Employee Benefits (Continued)
(e) Other long term employee benefits:
(i) Long service awards:
Long Service Awards are payable to employees on completion of specified years of service.
(ii) Compensated absences:
Eligible employees can carry forward and encash leave on superannuation, death, permanent disablement
and resignation as per Company’s policy.
For compensated absences, the amount of the provision of Rs. 379.7 million (Previous Year:
Rs. 348.0 million) is presented as current, since the Company does not have an unconditional right to
defer settlement for any of these obligations. However, based on past experience, the Company does
not expect all employees to take the full amount of accrued leave or require payment within the next
12 months. Leave obligations not expected to be settled within the next 12 months is Rs. 346.9 million
(Previous Year: Rs. 293.7 million).

44. Operating Segments


The Company has reorganised its segment structure with effect from January 1, 2019. The new segment structure
will enable an even more differentiated steering of the business, taking into account market-specific requirements
and the competitive environment. It will further increase the transparency of the segment results. Previous period
segment figures are regrouped in accordance with revised segment structure.
The Company has following business segments for reporting purpose. The divisions are allocated to the segments
based on their business models.

Details of type of products included in each segment:


— Agricultural Solution – The Agricultural Solutions segment consists of the Crop Protection division. Agricultural
Solution is seasonal in nature
— Materials – The Materials segment comprises Performance Materials divisions and the Monomers divisions
— Industrial Solutions – The Industrial Solutions segment consists of the Dispersions & Pigments divisions and
Performance Chemicals divisions
— Surface Technologies – The Surface Technologies segment comprises the Catalysts, Coatings and Construction
Chemicals divisions
— Nutrition & Care – The Nutrition & Care segment consists of the Care Chemicals and Nutrition & Health
divisions
— Chemicals – The Chemicals segment consists of the Petrochemicals and Intermediates divisions
— Others – Others includes activities that are not allocated to any of the continued operating divisions. These
includes remaining activities after divestiture of leather and textile chemicals business, paper wet-end and water
chemicals business, technical and service charges other than those specifically identifiable to above segments.
Also includes transactions relating to leather and textile chemicals business, paper wet-end and water
chemicals business during the year of respective divestiture.
Un-allocable Corporate Assets mainly includes Current tax assets (net), Deferred tax assets (net), Cash and
cash equivalents and other un-allocable assets.
Un-allocable Corporate Liabilities mainly includes current borrowings and other un-allocable liabilities.

BASF India Limited 111


Notes to the Financial Statements for the year ended March 31, 2020
44. Operating Segments (Continued)
(a) Business Segments
The previous year’s figures are given in italic light type below each item
Rs. in million
Agricultural Industrial Surface Nutrition & Un-
Total
Solution Materials Solutions Technologies Care Chemicals Others allocated

Segment revenue 11,140.1 16,922.8 11,919.0 8,488.1 14,650.6 10,160.3 2,229.6 — 75,510.5
9,333.2 16,462.3 11,478.8 8,113.8 7,580.8 1,450.0 5,837.8 — 60,256.7
Less: Inter-segment revenue — — — — — — — — —
Sales/ Revenue from operations 11,140.1 16,922.8 11,919.0 8,488.1 14,650.6 10,160.3 2,229.6 — 75,510.5
9,333.2 16,462.3 11,478.8 8,113.8 7,580.8 1,450.0 5,837.8 — 60,256.7
Segment result 612.4 (373.8) 531.9 429.8 (214.4) 247.8 258.0 — 1,491.7
661.6 (860.4) 525.6 77.7 (312.2) 153.3 372.5 — 618.1
Finance costs 834.0 834.0
851.1 851.1
Interest income 65.4 65.4
46.3 46.3
Other un-allocable expenditure (net of 352.0 352.0
un-allocable income) 355.3 355.3
Profit/(Loss) before tax and 371.1
exceptional item (542.0)
Exceptional item gain/(loss) (net) — — — — (293.1) — (31.5) — (324.6)
(Refer note 39) — — 46.0 — (169.4) — 1,384.0 — 1,260.6
Tax (138.6)
(98.6)
Profit/(Loss) after tax 185.1
817.2

Rs. in million
Agricultural Industrial Surface Nutrition & Un-
Total
Solution Materials Solutions Technologies Care Chemicals Others allocated

OTHER INFORMATION
Segment assets 6,662.9 11,633.3 6,718.8 5,507.7 8,297.2 3,255.4 789.2 3,024.4 45,888.9
6,633.7 9,976.1 6,435.8 5,331.4 6,051.6 658.1 1,416.3 1,991.8 38,494.8
Segment liabilities 2,902.7 7,809.0 4,249.4 2,415.1 6,759.0 4,376.3 162.9 3,354.3 32,028.7
1,838.1 6,072.2 3,952.9 2,294.3 3,345.4 298.0 825.5 5,739.5 24,365.9
Capital expenditure 10.6 385.9 198.9 81.5 31.4 0.4 18.2 — 726.9
19.6 113.5 344.4 82.2 67.4 3.2 44.2 — 674.5
Depreciation and amortisation 140.3 643.3 368.2 244.7 363.4 11.5 29.2 — 1,800.6
34.6 461.1 289.9 215.9 368.5 2.4 98.5 — 1,470.9
Non cash charges - Bad debts and Loss 21.6 18.3 3.3 33.3 9.2 5.8 (1.8) — 89.7
allowance on trade receivables 36.4 21.4 (0.6) (22.4) 8.0 — 0.1 — 42.9

(b) Geographic Segments


Rs. in million
Domestic Exports Total
Revenues 71,874.4 3,636.1 75,510.5
52,445.6 7,811.1 60,256.7
Non-current assets (excluding financial
instruments & deferred/ income tax asset) 10,035.3 — 10,035.3
10,391.3 — 10,391.3
Note:
Revenue from major customer:
The Company is not reliant on revenues from transactions with any single customer and does not receive 10% or
more of its revenue from transactions with any single external customers.

112 Annual Report 2019-2020


Notes to the Financial Statements for the year ended March 31, 2020
45. Related Party Disclosure
a) Parties where control exists
BASF Societas Europaea (‘SE’) Ultimate holding company
BASF Schweiz AG Party where control exists
b) Other related parties with whom transactions have taken place during the year or balances outstanding
at the year end.
Parties under common control
BASF Advanced Chemicals Co., Ltd. BASF Japan Ltd.
BASF Agricultural Solutions Seed US LLC BASF Lanka (Private) Limited
BASF Agro B.V. Arnhem (NL) BASF (Malaysia) Sdn. Bhd.
BASF Agrochemical Products B.V. BASF Metals Ltd.
BASF Antwerpen N.V. BASF Mexicana S.A. DE C.V.
BASF Asia-Pacific Service Centre Sdn.Bhd. BASF Nederland B.V.
BASF Australia Ltd. BASF New Business GmbH
BASF Bangladesh Ltd BASF Pakistan (Pvt.) Limited
BASF Belgium Coordination Center Comm. V. BASF Paper Chemicals (Huizhou) Co. Ltd.
BASF Business Services GmbH BASF Paper Chemicals (Jiangsu) Co., Ltd.
BASF Care Chemicals (Shanghai) Co. Ltd. BASF Performance Polyamides Korea Co. Ltd.
BASF Catalysts Germany GmbH BASF Personal Care and Nutrition GmbH
BASF Catalysts (Shanghai) Co.Ltd. BASF Petronas Chemicals Sdn. Bhd.
BASF Catalysts India Private Limited BASF Philippines INC
BASF Chemicals & Polymers Pakistan (Private) Ltd. BASF Plant Science Company GmbH
BASF Chemicals Co.,Ltd. BASF PLC
BASF Chemicals India Pvt. Ltd. BASF Poliuretanos Ltda.
BASF (China) Company Ltd. BASF Polyurethane Licencing GmbH
BASF Coatings de Mexico, S.A. de C. BASF Polyurethane Specialties (China) Co., Ltd.
BASF Coatings GmbH BASF Polyurethanes (China) Co.Ltd
BASF Coatings S.A. BASF Polyurethanes GmbH
BASF Coatings S.A.S. BASF S.A.
BASF Coatings Spa BASF Services Europe GmbH
BASF Colors & Effects GmbH BASF Shanghai Coatings Co. Ltd.
BASF Colors & Effects Shanghai Ltd. BASF South Africa (Pty) Ltd.
BASF Colors & Effects Singapore Pte. Ltd BASF South East Asia Pte. Ltd.
BASF Colors & Effects USA LLC BASF Specialty Chemicals (Nanjing) Co. Ltd.
BASF Colors and Effects India Pvt. Ltd. BASF Taiwan Ltd.
(w.e.f. August 9, 2018) BASF (Thai) Limited
BASF Company Ltd. BASF Türk Kimya Sanayi ve Ticaret Ltd. Sti.
BASF Construction Chemicals (China) Co., Ltd. BASF Vietnam Co. Ltd.
BASF Construction Chemicals Egypt S.A.E. BASF - YPC Company Limited
BASF Construction Chemicals Espana S.L. Chemetall India Private Limited
BASF Construction Chemicals Europe AG Cognis IP Management GmbH
BASF Construction Chemicals Italia Spa Construction Research & Technology GmbH
BASF Construction Chemicals LLC EnerG2 Technologies, Inc.
BASF Construction Chemicals UAE LLC inge GmbH
BASF Construction Solutions GmbH Master Builders Solutions India Private Limited
BASF Construction Systems (China) Co.Ltd. (w.e.f. September 26, 2019)
BASF Corporation Nunhems India Private Limited
BASF Crop Protection (Jiangsu) Co.,Ltd. (w.e.f. August 16, 2018)
BASF East Africa Ltd. PCI Augsburg GmbH
BASF East Asia Regional Headquarters Ltd. P.T. BASF Care Chemicals Indonesia
BASF Espanola S.L. P.T. BASF Distribution Indonesia
BASF France S.A.S. P.T. BASF Indonesia
BASF Hock Mining Chemical (China) Co. Ltd. Saudi BASF for Building Materials Co. Ltd.
BASF Hong Kong Ltd. Solenis Chemicals India Private Limited
BASF Intertrade AG (w.e.f. January 31, 2019)
BASF IP Licensing GmbH Shanghai BASF Polyurethane Co.,Ltd.
BASF Ireland Limited Thai Ethoxylate Co., Ltd.
BASF Italia S.p.A.

c) Post employment benefit plans


BASF India Ltd. Provident Fund
BASF India Ltd. Employees Gratuity Fund
BASF India Ltd. Superannuation Fund Trust
d) Key Management Personnel Whole-Time Directors
Chairman & Managing Director Mr. Narendranath J. Baliga
Mr. Raman Ramachandran, Ph.D. Mr. Rajesh Naik
(till March 31, 2019) Dr. Lakshmi Nadkarni (till March 31, 2019)
Managing Director Company Secretary & Whole-Time Director
Mr. Narayan Krishnamohan Mr. Pradeep Chandan
(w.e.f. April 1, 2019) (Whole-Time Director w.e.f. April 1, 2019)
Chairman & Independent Director Other Independent Directors
Mr. Pradip P. Shah Mr. Arun Bewoor
(Chairman w.e.f. April 1, 2019) Mr. R. A. Shah
Mr. R. R. Nair (till March 31, 2019)
Mrs. Shyamala Gopinath (w.e.f. January 23, 2019)

BASF India Limited 113


Notes to the Financial Statements for the year ended March 31, 2020
45. Related Party Disclosure (Continued)
e) Details of transactions with parties where control exists/ under common control for the year ended
March 31, 2020
Rs. in million
Nature of Transactions Parties where control Parties under common Total
exists control
March 31, March 31, March 31, March 31, March 31, March 31,
2020 2019 2020 2019 2020 2019
Sale of Goods
BASF SE 370.5 2,123.1 — — 370.5 2,123.1
BASF Hong Kong Ltd. — — 832.2 1,256.2 832.2 1,256.2
BASF Corporation — — 249.9 458.7 249.9 458.7
Solenis Chemicals India Private Limited — — 215.1 170.8 215.1 170.8
Others — — 268.2 448.0 268.2 448.0
Sub-Total 370.5 2,123.1 1,565.4 2,333.7 1,935.9 4,456.8
Services Rendered (including reimbursements)
BASF SE 449.8 614.6 — — 449.8 614.6
BASF Hong Kong Ltd. — — 238.6 793.8 238.6 793.8
BASF Nederland B.V. — — 268.5 0.2 268.5 0.2
Others — — 751.8 927.1 751.8 927.1
Sub-Total 449.8 614.6 1,258.9 1,721.1 1,708.7 2,335.7
Interest Expense on ECB Loan and ICD’s
(including incidental charges)
BASF Belgium Coordination Center Comm. V. — — — 67.3 — 67.3
BASF Ireland Limited — — 101.4 142.9 101.4 142.9
Nunhems India Private Limited — — 60.3 43.4 60.3 43.4
BASF Catalysts India Private Limited — — 4.3 15.9 4.3 15.9
Chemetall India Private Limited — — 33.5 33.1 33.5 33.1
Sub-Total — — 199.5 302.6 199.5 302.6
Purchase of Goods/Materials
BASF SE 4,595.2 4,645.7 — — 4,595.2 4,645.7
BASF Company Ltd. — — 4,793.5 6,043.5 4,793.5 6,043.5
BASF Hong Kong Ltd. — — 20,019.7 7,920.7 20,019.7 7,920.7
BASF South East Asia Pte. Ltd. — — 5,178.3 790.2 5,178.3 790.2
BASF Petronas Chemicals Sdn Bhd — — 4,908.1 931.1 4,908.1 931.1
Others — — 5,945.6 4,811.3 5,945.6 4,811.3
Sub-Total 4,595.2 4,645.7 40,845.2 20,496.8 45,440.4 25,142.5
Services Received (including reimbursements)
BASF SE 392.3 492.8 — — 392.3 492.8
BASF Schweiz AG — 7.9 — — — 7.9
BASF South East Asia Pte. Ltd. — — 242.6 368.9 242.6 368.9
BASF Asia-Pacific Service Centre Sdn. Bhd. — — 205.9 229.4 205.9 229.4
BASF Business Services GmbH — — 507.7 414.5 507.7 414.5
Others — — 249.7 227.8 249.7 227.8
Sub-Total 392.3 500.7 1,205.9 1,240.6 1,598.2 1,741.3
Royalty
BASF SE 11.4 17.3 — 11.4 17.3
BASF IP Licencing GmbH (earlier known as BASF — — 218.9 266.0 218.9 266.0
Polyurethanes Licencing GmbH)
BASF Coatings GmbH — — 67.7 66.6 67.7 66.6
Construction Research & Technology GmbH — — 127.1 130.4 127.1 130.4
Cognis IP Mangement GmbH — — 32.4 38.6 32.4 38.6
Sub-Total 11.4 17.3 446.1 501.5 457.5 518.9
Dividend
BASF SE 104.7 62.8 — — 104.7 62.8
BASF Schweiz AG 44.5 26.7 — — 44.5 26.7
BASF Construction Solutions GmbH — — 9.5 5.7 9.5 5.7
Sub-Total 149.2 89.5 9.5 5.7 158.7 95.2

114 Annual Report 2019-2020


Notes to the Financial Statements for the year ended March 31, 2020
45. Related Party Disclosure (Continued)
e) Details of transactions with parties where control exists / under common control for the year ended
March 31, 2020 (Continued)
Rs. in million
Nature of Transactions Parties where control Parties under common Total
exists control
March 31, March 31, March 31, March 31, March 31, March 31,
2020 2019 2020 2019 2020 2019
ECB Loan and ICDs availed during the year
Nunhems India Private Limited — — 330.0 1,600.0 330.0 1,600.0
BASF Catalysts India Private Limited — — — 500.0 — 500.0
Chemetall India Private Limited — — 650.0 1,000.0 650.0 1,000.0
Sub-Total — — 980.0 3,100.0 980.0 3,100.0
ECB Loan and ICDs repaid during the year
including forex loss on settlements
BASF Belgium Coordination Center Comm. V. — — — 1,806.9 — 1,806.9
BASF Ireland Limited — — 410.9 2,711.1 410.9 2,711.1
Nunhems India Private Limited — — 1,830.0 100.0 1,830.0 100.0
BASF Catalysts India Private Limited — — 350.0 150.0 350.0 150.0
Chemetall India Private Limited — — 1,650.0 — 1,650.0 —
Sub-Total — — 4,240.9 4,768.0 4,240.9 4,768.0
Purchase of Assets
BASF SE — 0.4 — — — 0.4
BASF Schweiz AG 0.1 — — — 0.1 —
BASF Polyurethanes (China) Co Ltd — — 6.9 — 6.9 —
BASF Coatings GmbH — — — 1.1 — 1.1
BASF Polyurethane Specialties (China), Co Ltd — — — 1.3 — 1.3
BASF Chemicals India Pvt. Ltd. — — — 4.2 — 4.2
BASF Polyurethanes GmbH — — 3.7 1.4 3.7 1.4
Sub-Total 0.1 0.4 10.6 8.0 10.7 8.4
Outstanding Receivables
BASF SE 99.5 693.0 — — 99.5 693.0
BASF Hong Kong Ltd. — — 54.3 395.2 54.3 395.2
BASF Corporation — — 58.0 266.1 58.0 266.1
Others — — 314.2 796.0 314.2 796.0
Sub-Total 99.5 693.0 426.5 1,457.3 526.0 2,150.3
Outstanding Payables
BASF SE 2,814.8 2,103.6 — — 2,814.8 2,103.6
BASF Hong Kong Ltd. — — 6,759.9 2,022.5 6,759.9 2,022.5
BASF South East Asia Pte. Ltd. — — 1,894.0 391.2 1,894.0 391.2
Others — — 6,550.1 4,075.6 6,550.1 4,075.6
Sub-Total 2,814.8 2,103.6 15,204.0 6,489.3 18,018.8 8,592.9
ECB Loan & ICDs Outstanding (including
interest accrued not due)
BASF Ireland Limited — — 3,310.8 3,421.1 3,310.8 3,421.1
Nunhems India Private Limited — — — 1,508.0 — 1,508.0
BASF Catalysts India Private Limited — — — 351.9 — 351.9
Chemetall India Private Limited — — — 1,005.0 — 1,005.0
Sub-Total — — 3,310.8 6,286.0 3,310.8 6,286.0
Divestiture of pigment business
BASF Colors and Effects India Private Limited — — — 190.0 — 190.0
Sub – Total — — — 190.0 — 190.0
Divestiture of paper and water chemical
business
Solenis Chemicals India Private Limited — — — 2,520.0 — 2,520.0
Sub – Total — — — 2,520.0 — 2,520.0

BASF India Limited 115


Notes to the Financial Statements for the year ended March 31, 2020
45. Related Party Disclosure (Continued)
f) Details of Contributions to post employment benefit plan: Rs. in million

Name of the post employment benefit plan 2019-20 2018-19


BASF India Ltd. Provident Fund 333.3 317.8
BASF India Ltd. Employees Gratuity Fund 12.8 40.9
BASF India Ltd. Superannuation Fund Trust 51.6 56.0
Sub-Total 397.7 414.7

g) Details of transactions with Key Management Personnel: Rs. in million

Particulars 2019-20 2018-19


Short term employee benefits 101.8 137.4
Post-employment benefits 6.6 5.7
Long-term employee benefits — —
Employee share based payments* 1.9 0.7
Total compensation 110.3 143.8
*K
 ey managerial personnel are eligible for share based payments of the Ultimate Holding Company for which there is
no cash outflow from the Company.

h) Payment of sitting fees to independent directors: Rs. in million

Particulars 2019-20 2018-19


Sitting fees 5.1 6.2

i) Terms and conditions:


a) All outstanding balances are unsecured and are repayable as per terms of credit and settlement occurs
in cash.
b) All related party transactions entered during the year were in ordinary course of business and on arms
length basis.

46. Disclosure under Indian Accounting Standard 115


Effective April 1, 2018, the Company has adopted Indian Accounting Standard 115 - ‘Revenue from Contracts with
Customers’ (‘Ind AS 115’) with modified retrospective approach. Adoption of Ind AS 115 did not have any material
impact on the financial statements of the Company.

Deferred revenue:
The Company has disclosed contract liability towards deferred revenue as per terms of customer contracts
aggregating Rs. 25.6 million (Previous Year: Rs. 96.1 million) as on March 31, 2020 in Notes 18 and 23. Further,
an amount of Rs. 70.5 million (Previous year: Rs. 58.7 million) was recognized as revenue in the current year
which was included in deferred revenue at beginning of the year. Remaining deferred revenue will be recognised
in subsequent periods based on terms of the contract.
Contract liability

i. Contract liability in respect of amount collected in advance towards satisfaction of performance obligations for
goods/ services to customers has been reflected as “Advances received from customers” in Note 23 - Other
Current Liabilities.
ii. Contract liability resulting from customer incentive programmes is recognised as sales when obligation
is fulfilled based on the points redeemed. Generally, redemption of points happens towards the end
of the respective scheme tenure. Contract liability in respect of customer incentive schemes has been
adjusted in Revenue and reflected as “Accrual for customer incentive schemes” in Note 23 - Other Current
Liabilities.
47. As informed to stock exchanges on September 10, 2018, the Company has replaced the agency business with
merchandise business model effective April 1, 2019 and hence revenue from operations for certain business
segments for the year ended March 31, 2020 is strictly not comparable to previous year.

116 Annual Report 2019-2020


Notes to the Financial Statements for the year ended March 31, 2020
48. Further to intimation to the stock exchange on December 23, 2019, the Board of Directors of the Company at its
Meeting held on February 11, 2020, have approved the proposal to transfer its construction chemicals business to
Master Builders Solutions India Pvt. Ltd., a fellow subsidiary Company, at a consideration of Rs. 5,951.6 million,
subject to such other approvals, as may be required. The Company’s construction chemicals business, which
forms part of the Surface Technologies segment, has generated sales of Rs. 4,728.6 million for the year ended
March 31, 2020.
The business transfer was also approved by the shareholders of the Company vide postal ballot results announced
on April 22, 2020. The Company has entered into a business transfer agreement with Master Builders Solutions India
Pvt. Ltd. on May 14, 2020. The transaction is expected to close by second quarter of the financial year 2020-21.
Accordingly, the non-current assets of this business have been considered as held for sale as on March 31, 2020,
as required by Indian Accounting Standard (Ind AS) 105 – ‘Non-current Assets Held for Sale and Discontinued
Operations’. Refer Note 12 for assets held for sale.
49. 
The COVID-19 pandemic has severely disrupted business operations due to lockdown and other emergency
measures imposed by the governments. The operations of the Company were impacted, due to shutdown of plants
and offices following nationwide lockdown. The Company continues with its operations in a phased manner in line
with directives from the authorities.
The Company has evaluated the impact of this pandemic on its business operations, liquidity and financial position
and based on management’s review of current indicators and economic conditions there is no material impact
on its financial statements as at March 31, 2020. However, the impact assessment of COVID-19 is a continuing
process given the uncertainties associated with its nature and duration and accordingly the impact may be different
from that estimated as at the date of approval of these financial statements. The Company will continue to monitor
any material changes to future economic conditions.
50. 
Previous year figures have been regrouped/ reclassified, wherever necessary to conform to current year
classification.

In terms of our report of even date. For and on behalf of Board of Directors of
BASF India Limited
For Price Waterhouse Chartered Accountants LLP (CIN No.: L33112MH1943FLC003972)
Firm Registration No: 012754N/ N500016
Chartered Accountants Pradip P. Shah Narayan Krishnamohan R. A. Shah DIN: 00009851
Chairman Managing Director
DIN : 00066242 DIN : 08350849 Arun Bewoor DIN: 00024276
Jeetendra Mirchandani Shyamala Gopinath DIN: 02362921
Partner Narendranath J. Baliga Pradeep Chandan
Membership No.: 048125 Chief Financial Officer Company Secretary Rajesh Naik DIN: 06935998
DIN: 07005484 FCS No.: 2852 Directors

Place : Pune Place : Mumbai


Date : May 22, 2020 Date : May 22, 2020

BASF India Limited 117


BASF India Limited
Highlights – At a glance
Rs. in Million
2015-2016 2016-2017 2017-2018 2018-2019 2019-20
Revenue and Earnings
Revenue from operations (net of excise duty/GST) 47,472.1 50,782.2 55,834.0 60,256.7 75,510.5
Earnings before interest and tax (EBIT) (544.2) 1,121.6 2,154.2 309.1 1,205.1
Profit / (Loss) before exceptional item and tax (2,024.8) (294.8) 1,024.6 (542.0) 371.1
Profit/ (Loss) after tax (303.7) (141.3) 2,465.0 817.2 185.1
Earnings per share (Re. per share) (7.0) (3.3) 56.9 18.9 4.3
Exports 7,513.2 7,103.1 6,847.5 7,811.1 3,636.1

Capital expenditure, depreciation and


amortisation
Capital expenditure 1,117.8 834.4 679.4 674.5 726.9
Depreciation 1,630.9 1,690.3 1,533.9 1,470.9 1,800.6

Number of employees and personnel cost


Number of employees at year-end 1,904 1,868 1,804 1,673 1,502
Personnel cost 3,275.8 3,219.6 3,514.3 3,764.7 3,608.3

Key Balance Sheet numbers


Total assets 37,765.6 38,745.5 38,463.6 38,494.8 45,888.9
Borrowings 13,492.2 12,745.5 8,676.9 9,122.1 6,629.5
Shareholder's equity 11,160.1 11,022.6 13,438.8 14,128.9 13,860.2

Appropriation of profits
Dividend amount 43.3 43.3 129.9 216.4 129.9
Dividend per share 1.0 1.0 3.0 5.0 3.0
Notes:
– Financial highlights are given only for five years on account of non-comparability of data due to Ind AS transition w.e.f 1st April 2015.
– Previous year figures have been regrouped/ reclassified, wherever necessary to conform to current year classification.
– Revenue from operations has been adjusted with excise duty/ GST for relevant periods for coherent comparison.

Revenue Growth 75,510.5 Equity vs Total Assets (%) Debt Equity Ratio
(Equity / Total assets) (Debt / Equity)

60,256.7 36.7%
55,834.0 34.9%
1.2 1.2
50,782.2
47,472.1 29.5% 30.2%
28.4%

0.6 0.6
0.5

2015-16 2016-17 2017-18 2018-19 2019-20 2015-16 2016-17 2017-18 2018-19 2019-20 2015-16 2016-17 2017-18 2018-19 2019-20

Current Ratio Dividend % Acid Test Ratio


(Current assets / Current liabilities) (Dividend per share/ Face value of share) ((Cash & cash equivalents + Trade receivables)/ Current liabilities)

1.3 1.3 1.3


1.2 1.2 0.6 0.6

50% 0.5 0.5 0.5

30% 30%

10% 10%

2015-16 2016-17 2017-18 2018-19 2019-20 2015-16 2016-17 2017-18 2018-19 2019-20 2015-16 2016-17 2017-18 2018-19 2019-20

118 Annual Report 2019-2020


vakils
IIT Half marathon Mumbai where many employees participated to On International Corporate Volunteering Week, we invited NGO’s
complete the marathon. iVolunteer and Teach4India to our office in Mumbai to share information
about various corporate volunteering options available for employees.

Employees participate in a Yoga session as part of Fitness at Work program. Global Safety Days celebrations at Dahej to emphasize on safety first,
always.

Annual Sports Day at Mangalore site where colleagues participate in a Thane site annual picnic where colleagues indulge in an intense game of
game of Badminton. tug of war.

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