AnnualReport2018 19

ENdf-Swi ET LABORA‘E‘QREH UM ind
(A Recognised Export House)

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EREQWM Office
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850, Shivalik Enclave, NAC, Manimajra, Chandigarh 160 101
+f 581.0(1).
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sn‘ : —
72-2730503, 2730920, Fax + + 91 172 2730504, 2736294

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ENd SWIW
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E-mail 1 '“[email protected] Website : www.indswiftlabs.com
ClN No. L242320H1995PLCO15553
Ref.: ISLL:CH:2019 Date: 7th September, 2019

'
The President, -
The Vice President,
National Stock Exchange of lndia Limited,
Corporate Relationship Department,
Bombay Stock Exchange Limited, Exchange Plaza, 5th Floor,
Phiroze Jeejeebhoy Towers, PlotNo.C/2, G-Block,
25th Floor, Dalal Street, Bandra Kurla Complex, Bandra (E),
Mumbai 400 001 -

Mumbai 400 051
532305 NSE Symbol: lNDSWFTLAB

BSE Scrip Code:
Sub: Submission of Annual Report for the Financial Year 2018-19
Dear Sir,
Pursuant to Regulation (Listing Obligations & Disclosure Requirements)

34 of the SEBI
of the Company for the Financial
Regulations, 2015, we submit herewith the Annual Report
Year 2018—19 along with the Notice, Attendance Slip and Proxy
Form.
You are requested to kindly take the same on record.
Thanking you,
or IND-SWIFT LABORATORIES LTD.
PARDEEP VERMA
AVP—CORPORATE AFFAIRS & 2-
COMPANY SECRETARY
Works : Barwala Road, Vill. Bhagwanpur, Near Dera Bassi, Distt. Mohali (Punjab)
Tel. : + + 91-1762—281072, Telefax : ++91~1762-281073
BETWEEN THE COVERS Revenue (` crore)
Against `731.29 crore

On Track 01 in 2017-18
About Ind-Swift 10
From the Chairman’s desk 14
Our growth path 17
Our growth drivers 18 EBITDA (` crore)
Risk management 20
Management Discussion and Analysis 21 in 2017-18
Corporate Information 31
Directors’ Report 32
Report on Corporate Governance 60
Standalone Financial Statements 87 Net Profit (` crore)
Consolidated Financial Statements 143
Notice 193 in 2017-18
CORPORATE OVERVIEW STATUTORY REPORTS FINANCIAL STATEMENTS NOTICE
Nobody said it’d be

easy.
Nothing worth
its salt ever is.
And indeed, the
transformation
But then as is always said,
journey that we whatever the circumstance,
we always have a choice.
began some years The choice to remind
ago met with its fair ourselves of the “why” behind
the journey. The choice to
share of ups and keep our eyes on the “where”

we aimed to reach. The
downs as well. choice to not doubt the “how”

we decided to follow.
ANNUAL REPORT 2018-19 1

Everything
is a mirror.What
we feel and
believe inside is
what manifests
on the outside.
Hence, in spite of every reason
being there to let concern feed on
our mind, we chose to stand our
ground, have faith in our journey
and stay positive.
2 IND-SWIFT LABORATORIES LTD.

Having won our mind

battle, we persevered on
our transformation
journey.
e relied on strong, decisive actions to overcome
W
significant challenges.
e focused on identifying and correcting major
W
bottlenecks in our business.
e tapped into newer verticals and high-potential
W
markets.
We reduced the debt in our books.
Nobody said this’d be easy. But certain journeys are worth
the work!
And this one certainly was. In a matter of five years, we
made a decisive shift – from losses to profits.
Having made this meaningful turnaround, we are firmly
on track to make our success sustainable.
Our growth strategy

Debottleneck New products to fill
infrastructure in released capacity
Expand presence Establish a presence in existing

to new markets markets and enter new markets
Higher sales volumes result in higher revenue.

Higher cash flow to reduce debt and interest liability
Optimised costs help in improved profitability.
ENHANCE SHAREHOLDER VALUE

On track
For higher
volumes
Having tasted the sweetness of
success, the challenge lies in
catalysing the momentum.
At Ind-Swift, we experienced
something similar. Once the
euphoria of a profitable turnaround
in 2017-18 settled it, moving to a
higher plain was the immediate
challenge. This meant seeking new
market opportunities in existing as they continued development
and new market spaces to grow our activities in pharmerging markets.
market share. Easier said than done, They grew volumes with customers
especially in an otherwise cluttered in the US, Japan and Europe.
API business space! They consolidated the Company’s
presence in Vietnam, Malaysia,
We relied on our people to make this
Philippines and Taiwan. They
a reality. They did not disappoint.
increased our market share for key
The team worked relentlessly to products in the domestic market.
strengthen relations in global and They added new customers and
Indian markets. They entrenched established a foothold (for the first
deeper in regulated markets even time) in multiple pharmerging
markets. They grew our market
share and widened our market
presence.
The result of these efforts narrowed

down to just one heart-warming
reality. The team's confidence
of upping our momentum in the
coming years has also moved a few
notches higher.
Human capital makes a defining

difference!

Revenue from regulated

markets in 2018-19.

On track
For higher
output
Whenever you think of creating
capacity, the first question that
crosses the mind is ‘where are the
funds?’
At Ind-Swift, we were faced with

the same dilemma. Because, having
made a decent comeback in 2017-
18, we needed to up the momentum.
So, while additional capacity
emerged as an absolute necessity,
our financial position could least
afford the luxury of a substantial
investment.
We threw this challenge at our

people. They surprised us with their They unlocked capacity leveraging
ingenuity. intellectual capital in place of
financial capital. They upped our
operational threshold for nine
large volumes products primarily
through debottlenecking initiatives
and process chemistry changes.
They improved our solvent recovery
through minor modifications in
our existing infrastructure. They
optimised utility consumption by
strictly adhering to the globally-
benchmarked SOPs. As a result, our
production volumes increased.
With minimal investment in the

shopfloor, they were able to expand
our ability to capitalise on future
opportunities.
Intellectual capital works wonders!

Capacity unlocked!
We unlocked the
capacity of our key
molecules, namely
ATORVASTATIN,
CLARI GRANULES,
IVABRADINE,
ACAMPROSATE,
IMATINIB and
EZETIMIBE among
others, by about 20-40%.

On track
For a larger
basket
When sustained growth is the
clarion call, rejuvenation is the
necessary mandate! The question
remains rejuvenation of what?
At Ind-Swift, this thought did

cross our minds too. For in
the pharmaceuticals space,
rejuvenation can mean more things
than one. Moreover, with our hands orked on two anti-cancer APIs
W
tied owing to limited resources namely Pazopanib and Ibrutinib
(especially financial), we had to which should be added to the
make a choice. Whether it was the product basket in the near term.
right one or not, we would realise
orked on a basket of 3-4 products
W
only a few year later.
which should be up-scaled and
We allowed our R&D teams to commercialised in the next 18-24
brainstorm on this impasse. And months.
this is what they did.
They restructured processes of our
They reworked on processes of our customer products to seal a lasting
key products to make them better bond of trust.
and competitive.
Improved the process for
The processes of all key products manufacturing Imatinib, (a CRAMS
namely, Atorvastatin, Clarithromycin, product for a European client) to
Fexofenadine, among others were align it with dynamic regulatory
restructured to make our products more requirements.
competitive in the market place.
ndertook
U important process
They revisited our existing product improvements for Metronidazole,
pipeline to identify ready-to-launch a CRAMS product, the validation
products. batches were submitted in July 2019
In doing so, we have strengthened
einitiated the scale-up process
R Implemented essential process
our prospects for a better and more
of Sitagliptin and Saxagliptin improvement for other products
profitable tomorrow.
(anti-diabetic) products developed namely Ropinirole, Valganciclovir
almost a decade ago; they should be among others which has improved People capital transformed
launched in the next 12-18 months. productivity and process stability. potential into promise!

CRAMS –
a multiplier
for Ind-Swift
The CRAMS business

should see a near two-
fold growth in revenue
in the current year
(2019-20)

About Ind-Swift
Ind-Swift Laboratories Ltd is

a global manufacturer of APIs
and Intermediates that cater to
diverse therapeutic segments
namely Cardiovascular health,
Antihistamine, Antidiabetic,
Antipsychotic, Parkinson’s Disease,
Antineoplastic, ADHD Symptoms,
Analgesics, Alcohol Abstinence and
Bone Resorption Inhibitor. It also
holds a global leadership position in
the Macrolide Antibiotic segment. Based in Chandigarh, India, the
Company has two state-of-the-
The Company’s products find art manufacturing facilities at
acceptance with leading global Derabassi and Jammu, which
pharmaceutical formulators comply with global operating
across the world. More than standards. The Company's
50% of its revenue accrues from shares are listed on the BSE
regulated markets. Limited and the National Stock
Exchange of India.
Our Vision Our Mission Our Values

"Our Vision is to significantly “We aim to build a profitable, Ind-Swift’s culture is based upon
contribute in building a healthy sustainable, system driven world our core values that provide
world as a leading provider of class pharmaceutical organization equal opportunity to everyone for
quality pharmaceutical products that deliver diverse range of contributing towards achieving
across the globe." quality pharmaceutical products organizational and societal
for global markets by means of our objectives. Our customers are
loyal customer base, intellectual our greatest teachers and our
team, effective systems and latest employees are our greatest assets.
technology.” Our decision-making process
in organization is guided by a
definitive value system we term as
‘RIPCO’ Value system.

SHAREHOLDER
INFORMATION
BSE Code: 532305
NSE Code: INDSWIFTLAB
Face value per share: `10
Book value per share: `76.56
Promoters’ holding: 52%
Market capitalisation
(March 31, 2019):
`186.71 crore

Manufacturing
Infrastructure & capabilities
Twenty-two dedicated and multipurpose cGMP manufacturing plants.
I nstalled Reaction Capacity of 505 KL with 185 Stainless Steel reactors and 50 Glass
Derabassi facility
lined reactors, the facility is equipped with a cryogenic reactor

MP pilot plant suitable for Advanced Intermediates, Key Starting Material required
G
for manufacturing API.
Dedicated facility for Oncology products with world-class Isolators.
Dedicated Oral Solid Dosage facility for our large product, Clarithromycin Granules.
Four Solvent Recovery plants.
eriodically inspected and audited by regulatory authorities like USFDA, KFDA,

P
PMDA, ANVISA, EDQM among others.
ZERO discharge facility.

Jammu facility
Four Dedicated and multipurpose cGMP manufacturing plants.
Installed Reaction Capacity of 162 KL.
Reactor capacity (KL)
Area (sq. ft.)
Bulk Drug capacity (MT)

Innovation
Infrastructure & capabilities
Located at Mohali (Punjab), the
Company’s state-of-the-art Research
and Development Centre, spread
over 40,000 sq. ft. and primarily
focuses on the development and
optimisation of new and existing
process technologies supporting the
manufacturing of APIs.
A 2-acre campus area.

Mohali unit
Supported by over 100 scientific staff with a collective experience of over 400 years.
ossesses strong capabilities to develop non-infringing APIs requiring complex

P
chemistry and multiple reactions.
Dedicated facility with eight synthetic labs over 40,000 sq. ft research area.
Products commercialised Patents filed
DMFs filed Product pipeline

From the Chairman’s desk
We look forward
to 2019-20 with
considerable
optimism.
We expect to
improve our
performance
a few notches
higher.
Dear shareholders,
It was a good year as we upped our
performance at the shop floor, at our R&D
labs and in the market place. Although
these efforts are not entirely reflected in our
financial performance for the year under
review, these were essential initiatives
that promise to keep the Company firmly
positioned on its transformation journey.

At the shop floor, we unlocked our presence in regulated markets the previous Annual Report, we
capacity through debottlenecking, is gaining momentum. We launched four new products in our
line balancing and process launched our key API, Ivabradine existing markets. These products
improvements for most of our Oxalate in Europe through leading have received a healthy feedback
key growth drivers with minimal generic companies. We secured from clients. I am confident that
financial investment. These efforts good volumes from this launch in they will provide higher sales
have helped in optimising the cost the first year itself. This product volumes over the coming years.
structure of these products which, I expect should emerge as an
Besides, we have a strong pipeline
in turn, allows us to compete better essential business driver over the
of high-growth, niche products that
in the global space. coming years. We also received
are at various stages of development
our first commercial order of
In the market place, while we and approval. We expect to launch
Ezetimibe from leading companies
continued to focus on entrenching 2-3 products every year over the
in Europe. We expect this product
ourselves deeper into our medium term, which will continue
to be an important growth driver in
traditional markets, we work on to fuel business growth over the
the coming years as our partners
establishing our presence in new medium-term.
launch their finished dosages in
markets that provide exciting more markets across the world. Fiscal 2018-19 was extremely
growth opportunities over the
heartening for we made considerable
medium term. China, for example, In the domestic market, our
headway in our CRAMS vertical. Our
appears to be a promising prospect relation with large and respected
painstaking efforts of several years
owing to the sheer size of the pharmaceutical majors and leading
have yielded satisfying returns. We
pharmaceutical market. Moreover, formulators (FDF) has made a
added important CRAMS clients
our efforts of earlier years provide significant contribution to our
during the year which boosted our
us with an interesting first-mover business growth. We will continue
revenue from this vertical by 46%
advantage in some products. We to nurture these associations
over the previous year (albeit on a
hope to leverage this in the coming through win-win solutions to
small base). This is an interesting
years. emerge as their preferred partner.
space to be in for it provides
Besides, our efforts in entrenching As mentioned in my statement in revenue visibility over the medium

term and is profit accretive for the appears to be more amiable to Acknowledgment
organisation. We are hopeful of growth.
growing revenue from this business In closing, I want to thank the entire
Moreover, healthcare is a basic team for their unique passion and
space multi-fold over the next 3-5
amenity that every government dedication to our clients and our
years.
must provide to its people. business, which indeed enabled
The sectoral perspective With healthcare costs spiraling us to unshackle the organisation
northwards, Governments from the net which held it back in
The pharmaceutical sector is across the world (regulated and earlier years. As we move into the
expected to witness healthy pharmerging markets), are looking new year, we have good momentum
growth across geographies more towards generics as a cost- in our business and are very well-
despite the prevailing lackluster effective healthcare solution. Hence, positioned in the marketplace. With
economic environment (primarily we expect the generic segment to our differentiated capabilities and
owing to geopolitical issues and spearhead industry growth. This our disciplined management, I am
protectionist measures adopted by augurs well for companies like confident in our ability to continue
leading economic nations). Hence, I Ind-Swift. gaining market share and delivering
believe growth opportunities should
value for all our stakeholders.
not be a constraint to superior Going forward
performance. Finally, I would like to thank our
We look forward to 2019-20 with
esteemed shareholders, partners
Also, with the resolution of supply considerable optimism. We expect
and other stakeholders for
chain issues (which emerged owing to improve our performance a
believing in our story, reposing their
to China's push towards a cleaner few notches higher. For this, we
confidence in our capability and
environment) the landscape have drawn up a blueprint which
extending their support in our long
includes
journey of endurance.
aximising the utilisation of our
M
existing infrastructure. Warm regards
aunching new, highly complex
L
N R Munjal
and high-value products in
Chairman and Managing Director
existing markets.
Watermark to global
trengthening our presence in
S
standards
pharmerging markets.
The Company received
Focusing on our CRAMS
an audit by a European business to double its revenues
Regulatory agency in 2018- in the current year.
19, resulting in the grant of
the European GMP Certificate Also, I am confident that our efforts
for the site for the next of 2018-19 will get fully reflected in
three years. our current year’s performance.

2015-16 (58.86) 2015-16 658.66
2016-17 (39.75) 2016-17 693.71
2017-18 16.36 2017-18 731.29
Net Profit (D crore)

2018-19 48.52 2018-19 724.42
Revenue from operations (D crore)

CORPORATE OVERVIEW
Our growth path

STATUTORY REPORTS
2015-16 230.56 2015-16 120.88
2016-17 257.59 2016-17 122.76
2017-18 289.35 2017-18 141.46

FINANCIAL STATEMENTS
EBITDA (D crore)
Networth (D crore)
ANNUAL REPORT 2018-19

2018-19 364.19 2018-19 157.25
NOTICE
17
Our growth drivers
Present
1) Clarithromycin launch in the UK.' The Company 4) Clopidogrel
also enjoys the privilege of ‘First
Macrolides Antibiotic Respiratory launch in Japan’ with its API. It Cardiovascular Drug
Tract Infection enjoys long-term supply contracts
Ind-Swift is among the largest
with leading global players.
The Company’s facilities are USFDA, global producers of this product.
TGA & COS certified. It enjoys a 3) Fexofenadine It has developed a non-infringing
presence in over 50 countries. process for manufacturing this drug
Non-Sedating Anti Histamine Drug for which it has filed a patent. The
2) Atorvastatin Company possesses the technology
Ind-Swift has developed a non-
to produce all relevant salts &
Lipid-Lowering, Cardiovascular infringing process for this molecule
polymorphs.
Drugs leveraging its R&D expertise. The
Company enjoys long-term supply
Ind-Swift, along with its partner,
contracts with leading global
enjoys the reputation of ‘First-day
pharmaceutical majors.
Future
1) Lisedexamphetamine 3) Ezitimibe
Ind-Swift is the first API The Company has developed a
manufacturer, after the innovator, different intermediate process to
to successfully develop validation gap between the product patent
of this product. The Company will expiry and the process patent held
focus on marketing this product by the innovator. Ind-Swift is ready
to the US, LATAM and European to launch Ezetimibe in the Japanese
nations. market.
2) Ivabradine Oxalate 4) Risedronate Sodium

The Company has launched this The Company has sent
product in Europe through two bioequivalence batches of this API
leading generic companies in the to companies in the EU and the US
world and was able to garner more for approval.
than 50% share of the European
market in the first year itself.

Future growth markets

USA
The US generic drug market is expected to reach US$ 190 Billion by 2024, at a projected CAGR of
10.6% during 2019-2024 primarily driven by an increasing thrust on generics (requiring lesser
time to market and their cost effectiveness which has optimised healthcare cost for patients.)
Ind-Swift is one of the leading Indian pharmaceutical companies engaged in supplying

multiple APIs to the US generic industry including an oncology product. During 2018-19, a
partner filed an ANDA application referring the company’s DMF for an API. In total, the
company’s three products are being actively reviewed by regulatory agencies. These products
should provide good growth opportunity over the medium term.
Japan
Ind-Swift enjoys a healthy business relation with all the major generic companies in Japan.
The Company's discipline of adding one product each year in this market has enabled it to
provide nine products to its Japanese customers. Its R&D team is readying a product basket
for the next five years for Japan.
Korea
South Korea, one of the Asian Tigers, have been included in the group of Next eleven countries.
The generics market has an even more impressive growth rate. According to Global Data’s
previous report on South Korea, the country’s generics market increased from US$3.5 billion
in 2008 to around US$5.8 billion in 2015, growing at a CAGR of 7%.The South Korean generics
market is expected to grow at a healthy pace owing to the government’s investments in
promoting generics. Another contributing factor is that many originator drugs are set to lose
their patents by 2020, opening the market to generics.
Ind-Swift has 9 KDMFs and is commercially active on four products in which it enjoys
more than 80% market share. In addition, the Company is developing a basket of products
specifically for this market.
China
The Chinese Pharmaceutical market is currently the second-largest globally after the US. It is
forecast to increase dramatically in 2020. Reforms to the drug approval process have begun
to reduce lengthy registration time, allowing new drugs to reach the market faster, reducing
China’s drug launch lag relative to other international markets.
Ind-swift has obtained two IDL and started the commercial supplies of one product. In addition,
it has commenced the development quantities for a few other products. Further, more than
three products have been recently filed as CTD as per the new regulations and four products
are under CDFA approval. Ind-swift does have a first-mover advantage in China and has been
able to reach out to the generic companies directly with its range of products.

Risk management Opportunity and Risk
come in pairs.
Bangambiki Habyarimana
At Ind-Swift, we aim to foster a risk-aware culture by adopting an integrated approach towards effective risk
management. Our philosophy of risk management is underpinned by identifying, assessing, measuring and
monitoring risks on an ongoing basis. The Company has a dedicated risk management structure with clear goals
aligned with the Company’s vision and strategy. The risk management department is guided by well- established
policies and procedures that are continuously benchmarked with national and global best practices.The principal
risks which could impede the Company's progress over the coming years are listed below with their respective
mitigation strategies.
Growth is becoming an Mitigation: The Company is conscious of this reality. It has taken essential
steps in this direction, namely expanding its global footprint, adding new
essential mandate for
customers and launching new products. To cater to additional demand,
survival. the team is also releasing capacity through debottlenecking initiatives.
The combination of these factors should build the Company's growth
momentum.
Product diversification Mitigation: The Company manufactures more than 50 APIs addressing
18 therapeutic categories. In recent times, the Company's focus on high-
is a necessary de-risking
value, high-growth therapeutic areas such as cardiology and oncology has
strategy. improved its growth prospects. Going forward, the Company expects to
widen its product basket through the launch of new products every year.
These factors should reduce the Company's dependence on a few products
for its growth.
Depending on a few Mitigation: The Company's enjoys an expansive marketing footprint across
more than 60 nations, which includes regulated and pharmerging markets.
geographies for the
The Company continues to scout for opportunities in other countries to
majority of the revenue widen its global coverage. Moreover, the Company focuses on strengthening
could be detrimental. its ties with customers in existing markets to maximise wallet share with
each client.
Debts need to be pruned Mitigation: The Company remains focused on deleveraging its position,
which is reflected in postponing capital intensive projects. Moreover, the
to improve business
Company remains focused on utilising its future cash generation to repay
profitability. debts. This should facilitate in reducing the debt liability over the coming
years.
The Company’s Mitigation: The Company works for globally-respected pharmaceuticals

majors in every geography of its presence. This mandates the Company
infrastructure and
to upgrade its systems and processes with global standards continuously.
systems and processes In 2018-19, the Company's facility successfully cleared an audit by USFDA.
need to match up to the The Company received an audit by a European Regulatory agency, resulting
exacting global standards in the grant of the European GMP Certificate for the Derabassi site for its
to sustain operations. next three years.

Management
Discussion
and Analysis
Global economy
The global economy has for the world economy given the consignment of US$200 billion
experienced some steady years of slowness in fundamental economic Chinese export goods.
growth overtime due to buoyancy indicators in the advanced
It is expected that advanced
in advanced markets and equally economies like US and Europe. The
economies will witness growth of
stable economic scenario in the impending trade and technology
1.9% in 2019 and fall further to 1.7% in
emerging markets. conflicts in United Kingdom and
2020. Comparably, the Euro region
Euro zone will result in world
In 2018, a lot changed which will grow at 1.3% in 2019 and 1.6%
growth slipping to 3.2% in 2019 with
contributed to a significantly in 2020. There is some promise of
some rebound in sight in 2020 to
weakened global expansion, growth momentum in the emerging
3.5%.
especially in the second half of markets although much lower than
2018. The world economy ended There is a remote possibility of their potential growth rate, growth
2018 with growth rate of 3.6%. the US & China tug-of-war in the will hover around 4.1% in 2019 and
economic landscape coming to an touch a high of 4.7% in 2020.
This weakness is expected to amicable settlement. During May,
persist into the first half of 2019. The 2019 the US imposed tariff to the (Source: World Economic Outlook, IMF,
ensuing years will be challenging tune 20%, up from 10% on a total Updated, July 2019)

Indian economy
Fiscal 2018-19 was a year of benign growth slowed to a three-year low of 7% in FY20 due to some internal
growth for the Indian economy. 3.6% in the 2018-19 fiscal as against challenges such as a weak domestic
Growth dropped to 6.8% in FY19. 4.4% in the previous fiscal. demand forecast. It is expected
But despite this moderation, India that the Reserve Bank of India will
Despite this weakness, the Central cut policy rates in order to improve
continued to be one of the fastest
Government proactively maintained demand given that the Consumer
growing major economies in the
a tight lease on the fiscal deficit (at price index (CPI) a proxy indicator of
world in 2018-19.
3.4% for FY19); the rupee stabilised inflation is well within 4%.
So what led to the decline? India against dollar given the recent
started on a healthy note with an reduction in global oil prices and a
8% GDP growth in the first quarter steady foreign reserve balance of
and a 7% growth in the second. But US$412.9 billion in FY19.
in the second half of 2018-19, growth
Revenue from Goods and Services
slipped to below 6.5%. This was due
Tax (GST) witnessed a 10% growth
to the poor performance of farm,
from the year-ago period at
mining and manufacturing sectors
D1.13 trillion in April (for March
– it led to an overall deceleration in
2019), the highest ever since its
economic progress. India moved up by 23
implementation. It crossed the `1
places in the World
India's industrial production trillion mark for the first time in
Bank’s Ease of Doing
contracted by 0.1% in March 2019, March 2019.
the lowest in 21 months, mainly due
Business Index 2018 to
to a slowdown in the manufacturing
Outlook for FY20: The Indian the 77th rank.
economy is expected to grow at about
sector. On an annual basis, IIP

Global pharmaceutical sector

The global market for
pharmaceuticals reached US$1.2
trillion in 2018, up US$100 billion
from 2017, according to the Global
Use of Medicines report from the
IQVIA Institute for Human Data
Science. For the US specifically, the
2018 spending was US$485 billion,
up 5.2% over the previous year.
Going forward: The Global pharma

market is expected to catapult
significantly and exceed US$1.5
trillion by 2023 spurred on by a
growth of 3-6% CAGR. This growth
is much slower than the 5-6% CAGR also improve with spending on new In the US market it is expected that
growth seen during the past five products to rise to US$45.8 billion in the invoice spending will grow at
year period. The key reason of this the next five years. 4-7% to US$625-655 billion across
slowdown is a contagion effect of all channels.
The impact of exclusivity loss in
slow economic growth around the
developed markets is expected
world.
to be US$121 billion between 2019
The global pharma market will also and 2023, with 80% of this impact
witness a surge in new product (~US$95 billion) in the US. By 2023,
launches; it is expected to increase 18 of the current top-20 branded
from an average of 46 in last five drugs will be facing generic or bio
years to 54 by 2023. The market similar competition.
acceptance of new products will
Exhibit 1 : Global Medicine and Growth 2009-2013
1600 10%
Growth Rate Constant US$
1400 9%
8%
Spending US$Bn
1200
7%
1000
6%
800 5%
600 4%
400 3%
2%
200
1%
0 0%
2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023
Spending Growth Forecast
Source: IQVIA Market Prognosis,Sep 2018; IQVIA Institute,Dec 2018

Indian pharmaceutical industry
The Indian pharma industry is The domestic industry market share in terms of revenue. The
expected to grow by leap and turnover reached US$18.12 billion other constituents are the OTC
bounds. Robust industry growth in FY19 growing 9.4% y-o-y from and patented drugs segments. The
over the last three decades has US$17.87 billion in FY18. India share of generic drugs is expected
positioned India as the world’s third remains the hub of low cost to maintain its market share and
largest producer of drugs (in volume manufacturing; cost of production reach US$ 27.9 billion in 2020.
terms). is appreciably lower compared to
the US and most of Europe which The export market is dominated by
Currently, India is the largest lends India a major competitive the generic drug segment which
provider of generic drugs globally advantage. account for 20% of the global
and caters to over 50% of global generic drug export in volume
demand for various vaccines, 40% of The market composition is terms. The export volume reached
generic demand in the U.S., and 25% dominated by generic drugs, which US$19.14 billion in FY19. In terms of
of all medicines in the U.K. enjoy around 70% of the market geographical break-up, the US is still
the dominant export destination for
Indian pharma product.
Active Pharmaceutical Formulations

Ingredients (APIs) Largest exporter of formulations in
Domestic API consumption terms of volume, with 14% market
is expected to reach US$18.8 share and 12th in terms of export
billion by FY2021. value. Drug formulation* exports from
India reached US$14.39 billion during
In April, 2018, a high-level task FY19 and US$1.2 billion in FY20 (up to
force was constituted to create June 2019).
a roadmap for increasing
domestic production of APIs. Double-digit growth is expected over
the next five years.
Pharmaceutical
Industry
Contract Research and Biosimilars

Manufacturing Services
(CRAMS)
The Government plans to

Fragmented market with more allocate US$70 million for local
than 1,000 players. players to develop Biosimilars.
CRAMS industry has posted The domestic market is

48% CAGR between FY15-18 and expected to reach US$40 billion
is expected to witness a strong by 2030.
growth of over 25% over 2018-21.
Notes: OTC – Over the Counter, * including biologicals, This is the latest data available.
Source: 1RNCOS, BMI, Datamonitor, Kemwell Biopharma, Chemical Pharmaceutical Generic Association, ICRA Report
estimates, pharmanewsprwire.com, DGCI&S

Going forward: Helped by the The need for affordable healthcare

growth in domestic and export in pharmemerging and developed
markets, India's pharma industry is nations are likely to support exports
set to rise by 9-11% over the previous of branded generics to these
fiscal and is likely to touch US$41.9 countries. Also, rising per capita
billion in FY20. incomes in pharmemerging nations
will contribute to the rise in branded
While on the domestic front, the generics exports from India.
Medicine spending
industry is expected to grow at in India is projected
around 12% and reach US$20.4- In addition to this, patent expiry to grow 9-12% over
$20.8 billion during FY20. Exports or loss of brand exclusivity is also the next five years,
are likely to touch US$21.1 billion expected to result in higher exports leading India to
in this fiscal with a growth rate of of generic drugs from India.
become one of the top
8-10%, according to a study by Care
10 countries in terms
Ratings.
of medicine spending.

Active Pharmaceutical
Ingredients (APIs)
All drugs are made up of two core
components: the API, which is
the central ingredient, and the
excipients, the substances other
than the drug that helps deliver
the medication to your system.
The API is the part of any drug that
produces its effects. Some drugs,
such as combination therapies,
have multiple active ingredients to
treat different symptoms or act in
different ways.
Global API sector

The global API market witnessed
steady growth in 2018 in terms
of volume and value despite
disruptions from the conventional of these products across the
supplier base i.e. China and India pharmaceutical value chain.
which impacted API availability
The hike in prices: Supply
and economics across the globe.
uncertainties and disruption
China holding the global API balance arising out of China, a dominant
or otherwise: China’s dominance in global player of KSM (key starting
the global API space has resulted material) due to environmental
in a shift in manufacturing of concerns, pushed their prices
intermediates and APIs to China. northward. This was further
Many companies in other parts of accentuated by supply disruption
the world curtailed API operations from certain KSM manufacturing
and invested in more lucrative units in India owing to environment
product areas. This resulted in concerns. This resulted in a price
further concentration of API and spike in KSM globally. In addition,
intermediate manufacturing in the rise in global crude prices in
China. the first half of 2018-19 exerted
pressure on solvent prices (a crude
Recently, under the ‘Blue Sky’ derivative). This also cascaded into
policy, the Chinese Government a hike in API costs.
mandated the shutting down of
API and intermediate operations. Going forward: The global active
The resultant production shortfall pharmaceutical ingredients market
impacted the price and supply was valued at US$ 165.74 billion in

2018 and is estimated to reach US$ China; for some specific APIs, the Supplies from China were disrupted
236.7 billion in 2024, witnessing dependence is over 80-90%. since the beginning of FY19 as
a CAGR of 6.1% as per a study Chinese companies were upgrading
Performance: Exports of bulk drugs their plants or had shut them down
conducted by Market Research Firm
and intermediates from India grew due to environmental concerns.
Research and Markets 2019-24.
in double digits during FY2019, a Supplies from China are more or
In terms of application the API period that was marked by drug less stable now. However, prices
market is been driven by the shortages in the global market of some APIs have gone up as
cardiology segment, owning owing to supply disruptions in their cost of production increased
to the vast population using China. India's domestic market, after they took steps to address
cardiovascular diseases drugs too, was plagued by shortages of environmental concerns.
(CVDs). It is expected that this bulk drugs as the pharma industry
segment will grow even further at depends on imports from China. As a de-risking, the Government
6.05% during 2019-24. constituted a task force,
According to data released by the headed by Minister of State Mr.
Indian API Market Pharmaceutical Exports Promotion Mansukh L. Mandaviya in 2018 to
Council (Pharmexcil), exports of address the issue. Following the
The Indian pharma market is bulk drugs and intermediates in recommendations, the Government
heavily dependent on imports from FY19 stood at US$3.9 billion, up plans to establish three bulk drug
China for Key Starting Materials, 10.5% over the previous year. The parks at Andhra Pradesh, Gujarat
intermediates and APIs for category contributes accounts and Himachal Pradesh through the
formulating its finished dosages. for about 20.3% of India's overall public private partnership (PPP)
According to the Department of pharmaceutical exports. mode.
Pharmaceuticals, currently, over
70% of APIs are sourced from

The Company
Ind-Swift Laboratories is one of
India’s leading API manufacturers
with a global marketing footprint
across regulated and pharmerging
markets. The Company’s products
are supplied to globally-renowned
and respected formulators
operating in the country.
Its globally accredited

manufacturing facilities at Derabasi
and Jammu manufacture more than
50 APIs relevant to 18 therapeutic
segments. It is one of the largest
global players for Clarithromycin
and Clopidogrel.
Operational performance
The Company continued to raise its
operational bar as the team worked
relentlessly on unlocking capacity
from its existing infrastructure.
These efforts enabled Ind-Swift
in capitalising on emerging
opportunities and increasing
wallet share with its key clients.
In addition, the team also worked
on improving process stability
and increasing productivity at its
shopfloor. Company’s prospects in the global
The marketing team continued CRAMS space while strengthening
to scout for growth opportunities Ind-Swift’s competitive advantage
across traditional markets and new in existing products in an otherwise
geographies. In doing so, the team competitive landscape. The team
widened the Company’s footprint continued to build upon its product
in pharmerging markets even as it pipeline which, over time, would
secured additional business from enlarge the Company’s product
regulated markets. basket.
The R&D teams have worked

patiently in improving the

Financial performance Clarithromycin Coated granules BITDA for the year increased
E
to customers in Turkey. The from `157.25 crore in 2017-18
(Based on Consolidated Financial
situation is however improving to `141.46 crore in 2018-19; Net
Statements)
slowly. Profit also jumped from `16.36

R evenue from operations crore in 2017-18 to `48.52 crore in
ost of materials consumed
C
declined marginally from `731.29 2018-19 – a jump of about 196.58%
increased by 12% over the
crore in 2017-18 to `724.42 crore primarily owing to an exceptional
previous year owing to a spike
in 2018-19. This decline was profit of `82. 94 crore accounted
in the prices of Key Starting
owing to the Turkey crisis which for in the Statement of Profit and
Material globally.
resulted in the devaluation of its Loss mainly on account of a one-
currency. The Company supplies time settlement with Banks and
Financial Institutions.
Significant changes i.e. change of 25% or more in the key financial ratios
In accordance with the amendments notified by SEBI in Regulation 17 of the SEBI (Listing Obligation and Disclosure Requirement)
Regulation, 2015 on 9th May, 2018, the details of significant changes i.e. change of 25% or more in the key financial ratios as
compared to the immediately previous financial year along with detailed explanations are reported hereunder.
Particulars 2018-19 2017-18 Change Reason for change
Debtors Turnover Ratio 2.02 2.02 0.08%
Inventory Turnover
1.21 1.07 13.83%
Ratio
Due to settlement with Banks and issue of
NCDs and OCDs to the Tune of `424.50 crores
Interest Coverage Ratio 1.87 5.25 (64.34)% and `74.50 crores respectively in 2018-19 and
regular payment of interest on all the secured
loans including NCDs & OCDs.
With the settlement with banks, there was a
major shift in the liability of the Company
Current Ratio 2.53 0.88 187.64%
from current to long term , which resulted in
improvement of the Current ratio.
Debt-Equity Ratio 3.06 3.84 (18.04)%
Operating Profit Margin

20.64 18.87 9.38%
(%)
With the overall improvement in EBIDTA; one
time settlement with Banks, the Net profit of
Net Profit Margin (%) 6.37 2.18 191.77%
the Company increased significantly resulting
in improvement in the ratio.
Overall improvement in the Net profit has
Return on Net Worth (%) 13.20 6.08 117.06%
resulted in the impovement in this ratio.

Human resource Internal Control Systems controls. The deployment of ERP
& Adequacy technology has resulted in timely
Intellectual capital has been generation of financial reports, this
the corner stone of Ind-Swift’s At Ind-Swift, we are cognizant of in turn facilitates timely and in-
transformation. The Company’s any risk arising out of internal depth audit of control mechanism,
people-centric policies have and external factors. On account legal, regulatory and environmental
cemented a strong bond between of a sound internal control system compliance. Further, the scope of
the Company and its team. The we are vigilant regarding the Internal Audit also includes the
Company continued to enhance evaluation of risks and hindrances periodic review and appraisal of
the intellectual capital of its in achieving our business goals. internal controls and redressing
team through an engagement There are adequate checks and any shortcomings in the process.
program with reputed educational balances inbuilt in the processes Finally, the entire internal audit and
institutions and comprehensive along with diligent financial and the control mechanism are under
learning & development calendar. operational reporting. the surveillance and custodianship
Further, it intensified its people of the Board of Directors.
development initiatives (leveraging In order to strengthen the Internal
multiple tools) to enable the Control architecture, the Company
team to make a more meaningful is using ERP (Enterprise Resource
contribution to operational Planning) packages with built-in
improvement and new product
development. Also, the management Cautionary statement
team members periodically Statements in this Management and discussion and Analysis describing the Ind-
interacted with the team to Swift’s objectives, projections, estimates and expectations might be construed as
update them on the Company’s forward looking statement within the meaning of applicable laws and regulations.
Actual results may differ substantially or materially from those expressed or
performance and prospects going implied. Important developments that could affect the Company operations
forward. include a downward trend in the pharmaceutical industry, rise in input costs,
exchange rate fluctuation and significant changes in political and economic
environment, environment standards, tax laws, litigations and labour relations.

Corporate Information
Board of Directors Manufacturing Facilities
N.R. Munjal Chairman and Managing Director Unit-1 : Village Bhagwanpur,
Himanshu Jain Jt. Managing Director Barwala Road, Derabassi-Punjab
Rishav Mehta Executive Director Unit-2 : Industrial Growth Centre
S.R. Mehta* Non-Executive Director SIDCO, Phase-1, Samba (J & K)
Dr. G. Munjal* Non Executive Director Research and Development Centre
Dr. V.R. Mehta* Non Executive Director Plot No. E-5, Indusrial Area.
Dr. J.K. Kakkar* Independent Director Phase-II, ( Near Swaraj Tractors),
Dr. Ashwani Kumar Vig* Independent Director Mohali, Punjab
S. P. Sharma Independent Director Solicitors
Prabhat Khurana Independent Director P.K. Goklaney & Company
Poonam Maini Independent Director Advocate & Solicitors
(ceased w.e.f. 11.02.2019)
#38, Sector 16A, Chandigarh-160 015
Jagvir Singh Ahluwalia* Independent Director
Bankers
S.V. Singh Nominee Director (SBI)
Bank of India
(ceased w.e.f. 17.10.2018)
SCO: 81-83, Sector 17B, Chandigarh
Ms. Neerja Chathley Independent Woman Director 160017
(appointed w.e.f. 10.05.2019)
Industrial Development Bank of India
* ceased w.e.f. 23.04.2019
SCO 72-73, Sector-17B, Chandigarh
Edelweiss Alternative Asset Advisors
Chief Financial Officer Gagan Aggarwal Ltd
Chief Accounts Officer Lovekesh Mahajan Edelweiss House, Off. CST Road,
Compliance Officer Pardeep Verma Kalina, Mumbai-400098
AVP-Corp. Affairs & Company Secretary Registered Office
Senior Management Team SCO 850, Shivalik Enclave, NAC,
Dr. Lalit K. Wadhwa Chief Operating Officer Manimajra, Chandigarh – 160 101
Vijay Kumar Director Marketing & Special Projects Tele: - +91-172-5061850, 2730920
Vikas Narendra President-US Operations Fax: - +91-172–2730504, 2736294
Sahil Munjal President (Operations & Special Email:[email protected]
Assignments)
Website: www.indswiftlabs.com
Rajiv Kumar Jain Deputy Chief Operating Officer
Corporate Identity Number
Atul Chaubey Group HR Head
L24232CH1995PLC015553
Sandeep Singh Sr. Vice President (Procurement)
Registrars and Share Transfer Agents
Saranjai Tyagi Sr. Vice President (QA)
M/s Alankit Assignments Ltd.
Rakesh Bahuguna Sr. Vice President (QC)
205-208 Anarkali Market
Anurag Chaturvedi Sr. Vice President (Marketing)
Jhandewalan Extension,
Varun Chhabra Sr. Vice President (Marketing)
New Delhi-110 055
Statutory Auditors
Tel:- +91-11-42541965, 42541953
Avishkar Singhal & Associates
Fax:- +91-11-41540064
Chartered Accountants
E-mail: [email protected]
SCO 2413-14, IInd Floor, Sector 22-C,
Website: www.alankit.com
Chandigarh - 160 022
Debenture Trustee
Internal Auditors
Vistra ITCL (India) Limited
Jain & Associates
The IL&FS Financial Centre,
Plot C- 22, G Block, 7th Floor
SCO 819-20, Sector 22-A,
Bandra Kurla Complex, Bandra (East),
Chandigarh - 160 022
Mumbai 400051
Secretarial Auditors
Tel: +91 2226593219
Vishal Arora
www.vistraitcl.com
Company Secretary
House No. 651, Sector-8C, Chandigarh

DIRECTORS’ REPORT
Dear Shareowners,
Your Directors have great pleasure in presenting the 24th Annual Report together with audited statement of
accounts for the year ended 31st March, 2019.
FINANCIAL RESULTS
Summary of your Company’s financial performance, both standalone and consolidated, for the year ended March
31, 2019 is tabulated below:
(` in Millions)
PARTICULARS Year Ending Year Ending

31st March 2019 31st March 2018
Sales (net of excise) and other income 7,618.91 7,496.72
Less Expenses :
Cost of Materials Consumed 3,919.68 3,520.13
Purchase of Stock in Trade 3.34 3.43
Change in Inventories of FG/WIP/Stock in trade -186.82 227.05
Employee Benefit Expense 918.84 893.05
Other Expenses 1,235.96 1,398.57
Total Expenses 5,890.99 6,042.23
Profit before Interest, Depreciation, Tax & Amortisation 1,727.92 1,454.49
Less: - Interest 833.23 283.14
- Depreciation 1,040.48 866.16
- Extra Ordinary Item -830.01 19.36
Proft/Loss before Tax -145.79 285.83
Less: Provision for Deffered Tax -169.94 -109.57
Proft/Loss After Tax (A) 480.74 176.26
Amount B/F from previous year (B) -838.89 -1,015.14
Profit/Loss after tax available for appropriations (A+B) -358.15 -838.88
Balance carried forward to Balance Sheet -358.15 -838.88
OPERATIONS AND BUSINESS PERFORMANCE under review. Kindly refer to Management Discussion &
During the financial year 2018-19, the Company has Analysis & Corporate Governance Report which forms
achieved a turnover of `7,244.27 Millions against the part of this report.
turnover of `7,312.97 Millions during financial year
CONSOLIDATED FINANCIAL PERFORMANCE
2017-18. The Company has achieved Net profit of `485.16
Millions in 2018-19 against profit of `163.61 Millions Your company recorded a consolidated turnover of
in 2017-18. The Company’s export has increased to `7,566.02 Millions during 2018-19 against the turnover of
`5,163.96 Millions in 2018-19 as compared to `5,025.28 `7,654.83 Millions during 2017-18. In consolidated terms,
Millions in 2017-18. There has been no change in the the Company earned a Net Profit of `388.82 Millions
nature of business of the company during the year during 2018-19, against profit of `206.52 Millions

in 2017-18. The Consolidated financial figures includes Director, Dr. V. R. Mehta, Director, Dr. J. K. Kakkar,
the respective financial figures of the company’s three Independent Director, Dr. Ashwani Vig-Independent
subsidiaries and two associate companies. As required Director and Sh. Jagvir Singh Ahluwalia-Independent
under the provisions of the Companies Act 2013 and Director, stepped down from the Board of the Company.
SEBI (LODR) Regulations, 2015, Audited Consolidated Sh. N.R. Munjal was appointed as the Chairman of
Financial Statements form part of the Annual Report the Company w.e.f 23.04.2019 & Ms. Neerja Chathley
and the same are annexed to this Report. was appointed as the Independent Women Director
w.e.f 10.05.2019. Now at present, the Board of the
INDIAN ACCOUNTING STANDARDS Company Consists of Sh. N.R.Munjal, Chairman and
The financial statements for the year ended on 31st the Managing Director, Sh. Himanshu Jain, Joint
March, 2019 has been prepared in accordance with Managing Director, Sh. Rishav Mehta, Executive
the Indian Accounting Standards (Ind AS) as per the Director, Sh. S.P.Sharma- Indpependent Director, Sh.
Companies (Indian Accounting Standards) Rules, 2015 Prabhat Khurana- Independent Director & Ms. Neerja
and the Companies (Indian Accounting Standards) Chathley-Independent Women Director. The Chairman
Amendment Rules, 2016 notified under section 133 of of the Company is a Executive Promoter Director.The
Companies Act, 2013 and other relevant provisions of composition of the Board, is in conformity with the
the Act. The estimates and judgments relating to the provisions of the Companies Act, 2013 and Regulation
Financial Statements are made on a prudent basis, so 17 of the SEBI (Listing Obligations and Disclosure
as to reflect in a true and fair manner, the form and Requirements) Regulations, 2015.
substance of transactions and reasonably present the
Company’s state of affairs, profits and cash flows for During the period under review, Sh. S.V. Singh,
the year ended 31st March, 2019. Nominee Director ceased to be member of the
Board w.e.f. 17th October, 2018 and Ms. Poonam
The Notes to the Financial Statements adequately Maini-Independent Woman Director ceased to be
covers the Audited Statements and forms an integral Director w.e.f. 11th February, 2019.
part of this Report.
The present Board would like to express its deed sense
STATE OF AFFAIRS OF THE COMPANY of appreciation for the valuable services rendered by all
The state of affairs of the Company is presented as part the Directors who have ceased to be members of the
of the Management Discussion & Analysis Report in a Board, during their respective tenures as member of
separate section forming part of this report, as required the Board.
under the SEBI (Listing Obligations and Disclosure
The Company has received necessary declaration from
Requirement) Regulations, 2015.
all the Independent Directors under Section 149(7) of
OUTLOOK the Companies Act, 2013, confirming that they meet the
The main business of your Company is manufacturing criteria of independence as laid down in Section 149(6)
Pharmaceutical Products. We are presently in of the Companies Act, 2013 and the Listing Regulations.
both domestic and export markets. In view of the Three of the Non-Executive Director of the company viz
scenario described in the management discussions Sh. S.R. Mehta, Dr. Gopal Munjal & Dr. V.R. Mehta become
your Company is expected to grow with wide range disqualified on 04/04/2019 u/s 164 of the Companies
of products and manufacturing expertise barring Act, 2013 in Ind-Swift Limited, the Group Company.
unforeseen circumstances. These Directors however ceased to be member of the
DIRECTORS & KEY MANAGERIAL PERSONNEL Board w.e.f. 23/04/2019.
The Board of the Company was restructured on Pursuant to Section 149, 152 and other applicable
23/04/2019 wherein a total of 6 Directors stepped down provisions of the Companies Act, 2013, in the ensuing
from the position of the Directors of the Company AGM of the Company, Sh. Rishav Mehta, Director retire
and the size of the Board was reduced from 12 to 6 by rotation and being eligible offers himself for re-
Directors. Sh. S.R. Mehta, Chairman, Dr. G. Munjal, appointment.

Details and brief resume of the Directors seeking inter-alia, the performance of non- Independent
reappointment/appointments required by Regulation Directors and Board as a whole and the performance
26 (4) and 36 (3) of the Securities and Exchange of the Chairman of the Company after taking into
Board of India (Listing Obligations and Disclosure consideration the views of executive and Non-
Requirements) Regulations, 2015 (‘Listing Regulations’) Executive Directors.
and as required under Secretarial Standards – 2 on The Nomination and Remuneration Committee
General Meetings issued by “The Institute of Company has also carried out evaluation of every Director’s
Secretaries of India” are furnished in the Notice performance. The performance evaluation of all the
convening the Annual General Meeting forming part of Independent Directors have been done by the entire
the Annual Report. Board, excluding the Director being evaluated. On
the basis of performance evaluation done by the
a) Key Managerial Personnel
Board, it shall be determined whether to extend or
Mr. N.R.Munjal, Chairman and Managing Director, continue their term of appointment, whenever the
Mr. Himanshu Jain, Joint Managing Director, respective term expires.
Mr. Rishav Mehta, Executive Director, Mr. Gagan
The Directors expressed their satisfaction with the
Aggarwal, Chief Financial Officer (nominated w.e.f.
evaluation process.
29.09.2018), and Mr. Pardeep Verma, AVP-Corporate
Affairs & Company Secretary are the Key Managerial e) Familiarization Programme
Personnel of the Company.
The details of programmes for familiarization of
b) Relationship/Transaction of Non- Independent Directors with the Company, their
Executive Directors with the Company roles, rights, responsibilities in the Company, nature
of the industry in which the Company operates,
The Non-Executive Directors of the Company had
the business model and related matters are posted
no pecuniary relationship or transactions with
on the website of the Company at https://www.
the Company, other than taking sitting fees and
indswiftlabs.com/storage/2018/07/Familiarisation_
reimbursement of expenses incurred by them to
Programme_for_Independent Directors.pdf
attend meetings of the Company.
DIRECTORS RESPONSIBILITY STATEMENT
c) Number of Meetings of the Board
To the best of their knowledge and belief and according
During the year, Eleven Board meetings were held on
to the information and explanations obtained by them,
02.05.2018, 08.05.2018, 30.05.2018, 13.06.2018, 25.07.2018,
your Directors make the following statements in terms
14.08.2018, 24.09.2018, 29.09.2018, 14.11.2018, 16.01.2019
of Section 134(3)(c) of the Companies Act, 2013:
& 11.02.2019. The details regarding the meetings are
given in the Corporate Governance Report. a) that in the preparation of the annual financial
statements for the year ended March 31, 2019,
d) Performance evaluation of the Board, its the applicable accounting standards have been
Committees and Individual Directors followed along with proper explanation relating to
Pursuant to applicable provisions of the Companies material departures, if any;
Act, 2013 and SEBI (LODR) Regulations 2015, b) that such accounting policies as mentioned in Notes
the Board, in consultation with its Nomination to the Financial Statements have been selected and
& Remuneration Committee, has formulated a applied consistently and judgement and estimates
framework containing, inter-alia, the criteria for have been made that are reasonable and prudent so
performance evaluation of the entire Board of the as to give a true and fair view of the state of affairs
Company, its Committees and Individual Directors, of the Company as at March 31, 2019 and of the profit
including Independent Directors. of the Company for the year ended on that date;
The Independent Directors had met separately c) that proper and sufficient care has been taken for
without the presence of Non-Independent Directors the maintenance of adequate accounting records in
and the members of management and discussed, accordance with the provisions of the Companies

Act, 2013 for safeguarding the assets of the Company DIVIDEND

and for preventing and detecting fraud and other
In view of inadequacy of profits, the Board does not
irregularities;
recommend any Dividend for the Financial Year 2018-19.
d) that the annual financial statements have been
prepared on a going concern basis; RESERVES
e) that proper internal financial controls were in place The Board of Directors has decided to retain the entire
and that the financial controls were adequate and amount of profit in the Profit & Loss Account and not to
were operating effectively. transfer any amount to the General Reserve.
f) that systems to ensure compliance with the
provisions of all applicable laws were in place and INVESTOR EDUCATION AND PROTECTION
were adequate and operating effectively. FUND
Pursuant to the applicable provisions of the Companies
VIGIL MECHANISM/ WHISTLE BLOWER
Act, 2013, read with the IEPF Authority (Accounting,
POLICY
Audit, Transfer and Refund) Rules, 2016 (‘The Rules’),
In compliance with the provisions of Section 177(9) all unpaid or unclaimed dividends are transferred
of the Companies Act 2013 read with Rule 7 of the to Investor Education and Protection Fund (IEPF)
Companies (Meetings of Board and its Powers) Rules, established by the Central Government, after the
2014 and SEBI (LODR) Regulations, 2015, your Company completion of seven years. Further, according to the
has in place a ‘Whistleblower Policy,’ which provides rules, the shares in respect of which dividend has not
an opportunity to the directors and employees to raise been paid or claimed by the shareholders for seven
concerns about unethical and improper practices or consecutive years or more shall also be transferred
any other wrongful conduct in or in relation to the to the demat account created by the IEPF Authority.
Company. The details of the Whistleblower Policy are Accordingly, the Company has transferred the
stated in the Corporate Governance Report and the said unclaimed and unpaid Dividends for the financial year
Policy has been uploaded on the Company’s website 2010-11 to IEPF. Further, the corresponding shares have
www.indswiftlabs.com. been transferred as per the requirements of IEPF rules,
details of which are provided on the Company website
SUBSIDIARIES, JOINT VENTURES &
www.indswiftlabs.com.
ASSOCIATE COMPANIES
As on 31.03.2019, your Company had 3 Subsidiaries PUBLIC DEPOSITS
and 2 associate companies. The US subsidiary of the The aggregate amount of fixed deposits outstanding as
Company viz. Ind-Swift Laboratories Inc. achieved on 31st March 2019 was `21.72 crores approx. (previous
net sales of USD68,78,721 and recorded a net Profit of year `31.84 crores).
USD75,511 as on 31.12.2018. The Singapore Subsidiary
Viz. Meteoric Life Sciences PTE Ltd. has no sales The Hon’ble Company Law Board vide its order
during 01.11.2017 to 31.10.2018. There is no significant No.CP27/01/2013 dated 30th September, 2013 has
transaction in the Company’s Dubai Subsidiary viz. Ind- granted extension of time in repayment of deposits.
Swift Middle East FZE during the period under review. Now, the Company is making repayment to the fixed
deposit holders in terms of the aforesaid order of
Pursuant to the first proviso to Section 129(3) of Hon’ble CLB.
the Companies Act, 2013 and Rules 5 and 8(1) of the
Companies (Accounts) Rules, 2014, the salient features DETAILS IN RESPECT OF FRAUDS REPORTED
of the financial statements, performance and financial BY AUDITORS OTHER THAN THOSE WHICH
position of each subsidiary and a joint venture is ARE REPORTABLE TO THE CENTRAL
given in Form AOC - 1 as Annexure-I to this report. GOVERNMENT
The Company has framed a policy for determining The Statutory Auditors, Cost Auditors or Secretarial
material subsidiaries, which has been uploaded on the Auditors of the Company have not reported any frauds
Company’s website. to the Audit Committee or to the Board of Directors

under Section 143(12) of the Companies Act, 2013, of Risk Management Committee are not applicable
including rules made thereunder. on the Company, the Board has constituted a Risk
Management Committee. The details of the Committee
RELATED PARTY TRANSACTIONS and its terms of reference are set out in the Corporate
DISCLOSURE UNDER THE COMPANIES ACT, Governance Report.
2013
All related party transactions entered into during The Company’s Risk Management Policy is available
the financial year were on an arm’s length basis and on Company’s Website i.e. www.indswiftlabs.com and
in the ordinary course of business. No related party the weblink of the same is https://www.indswiftlabs.
transaction was in conflict with the interest of the com/storage/2018/07/Risk_Management_Policy.pdf
Company. Material related party transactions were
CHANGE IN CAPITAL STRUCTURE AND
entered into by the Company only with its subsidiaries.
LISTING OF SHARES
No materially significant related party transaction
was made by the Company with the Key Managerial The paid up Equity Share Capital of the Company as
Personnel. As prescribed by Section 134(3)(h) of the on March 31, 2019 was `4,756.91 Lakhs. The Company’s
Companies Act, 2013 and Rule 8(2) of the Companies shares are listed on the National Stock Exchange of
(Accounts) Rules, 2014, particulars of related party India Limited (NSE) and Bombay Stock Exchange
transactions are given in Form AOC-2, as “Annexure-II” Limited (BSE) and are actively traded. The Company
to this Report. The policy on Related Party Transactions has not issued any shares with differential voting
as approved by the Board has been uploaded on the rights or sweat Equity during the year. The details of
Company’s website www.indswiftlabs.com. the allotments made by the Company during the year
is as under:
RELATED PARTY TRANSACTIONS
DISCLOSURE UNDER SEBI (LODR) a) Employee Stock Option Scheme
REGULATIONS, 2015 During the year, 5,19,989 options were exercised
by the employees after vesting. Accordingly, the
The necessary Related Party Disclosures as required
Company has made the allotment of 5,19,989 equity
under Schedule V, Part - A of SEBI (LODR) Regulations,
shares on 24th September, 2018, against the options
2015 are given in Note XXVIII of the Standalone and
exercised by the employees.
Consolidated Financial Statements.
During the financial year 2018-19, there has been
DISCLOSURE OF TRANSACTIONS WITH
no change in the Employees Stock Option Plan
PROMOTER/ PROMOTER GROUP
(Employee Incentive Scheme, 2014) of the Company.
As per Schedule V of the LODR Regulations, 2015
Further, it is confirmed that the ESOP Scheme of the
every listed Company shall disclose the transactions
Company is in compliance with SEBI (Share Based
with any person or entity belonging to the promoter/
Employee Benefits) Regulations, 2014.
promoter group which holds 10% or more shareholding
in the listed entity. The applicable disclosures as stipulated under
Regulation 14 of SEBI (Share Based Employee
As on 31st March, 2019, M/s Essix Biosciences Limited
Benefits) Regulations, 2014, and rule 12(9) of
and M/s Ind Swift Limited, being the Promoter
Companies (Share Capital and Debentures) Rules,
entities are holding 26.97% and 19.97% respectively,
2014 with regard to Employees Stock Option Plan of
of total equity of the Company. The details of all the
the Company are given as Annexure III.
transactions with Essix Biosciences Limited and Ind
Swift Limited are already given in Form AOC-2, forming b) Non Convertible Debentures (NCDs) issue
part of this Annual Report. During the Financial Year 2018-19, the Company
has issued 4,245 Secured, listed, rated, Redeemable,
RISK MANAGEMENT
Non-Convertible Debentures (NCDs) of a face value
Even though the provision of Regulation 21 of the
of `10,00,000/- (Rupees Ten Lakhs) each, of the
SEBI (LODR) Regulations, 2015 regarding constitution

aggregate nominal value of `424,50,00,000/- (Rupee a separate section forming part of the Annual Report.
Four Hundred Twenty Four Crores and Fifty Lakhs
only) to Edelweiss Asset Reconstruction Company PARTICULARS OF LOANS, GUARANTEES OR
Limited (“EARC”) to settle/discharge the secured INVESTMENTS UNDER SECTION 186 OF THE
debt through infusion of fresh funds and for meeting COMPANIES ACT, 2013
the cash flow requirement of Company. Pursuant to the provisions of Section 134(3)(g) of
the Companies Act, 2013 (Act), particulars of loans/
c) Optionally Convertible Debentures (OCDs) guarantees/ investments/securities given under
issue Section 186 of the Act are given in the related notes to
On 25th July, 2018, the Company has issued the Financial Statements forming part of the Annual
1,15,17,670 Optionally Convertible Debentures Report.
(OCDs) of face value of `10/- each at an issue price
of `65.50 per OCD including a premium of `55.50 EXTRACT OF ANNUAL RETURN
per OCD for an aggregate sum of `75.44 crores to Pursuant to the provisions of Section 92 (3) of the
EC Special Situations Fund and Edelweiss India Companies Act, 2013, extract of the Annual Return in
Special Situations Fund II, respectively, to settle/ Form MGT-9 is given in ‘Annexure-IV’ to this Report
discharge the secured debt through infusion of fresh and is also available on the website of the Company viz
funds and for meeting the cash flow requirement of www.indswiftlabs.com.
Company.
POLICY ON DIRECTORS’ APPOINTMENT
d) Preferential issue of 17,71,949 Equity AND REMUNERATION
shares The Company has a policy on Directors’ Appointment
The Board of Directors of the Company in their & Remuneration. In compliance with the provisions of
meeting held on 25th July, 2018 has allotted 17,71,949 Sections 134(3)(e) and 178 of the Companies Act, 2013
Equity Shares of `10/- each at a premium `55.50/- to and Regulation 19 read with Part D of Schedule II of
Edelweiss Asset Reconstruction Company Limited the SEBI (LODR) Regulations, 2015, the Nomination &
(“EARC”) for the part of the Unsustainable debt Remuneration Committee:
portion of Restructured Rupee Loan to be converted
i) has formulated criteria for determining
into Equity Shares and the Sustainable debt portion
qualifications, positive attributes and independence
of Restructured Rupee Loan to be payable as per the
of a director and recommends to the Board, Policy
agreed terms and conditions as settled between the
relating to remuneration for directors, KMP and
Company and the EARC. The Shareholder approval
other employees;
for the same was taken at Extra-Ordinary General
Meeting held on June 9, 2018. ii) has formulated the evaluation criteria for
performance evaluation of independent directors
UTILISATION OF PROCEEDS OF THE NCD/ and the Board;
OCD ISSUE
iii) has devised a policy on Board diversity;
The funds raised from the NCD & OCD issue has been
utilized for the purposes for which it were raised that is iv) identifies persons who are qualified to become
settlement of the dues of the State Bank of India , Bank directors or may be appointed in Senior
of Baroda, Phoenix ARC, Edelweiss, Canara Bank, IDBI, Management in accordance with criteria laid down
SBI (Halcyon Life Sciences) & SC Lowy (partially). and recommend to the Board their appointment and
removal;
MANAGEMENT DISCUSSION AND ANALYSIS
REPORT v) recommends to the Board whether to extend
Management’s Discussion and Analysis Report for the or continue the term of appointment of the
year under review, as stipulated under Regulation 34 (2) independent director, on the basis of the report of
(e) of the SEBI (LODR) Regulations, 2015, is presented in performance evaluation of independent directors.

CORPORATE SOCIAL RESPONSIBILITY COMMITTEES OF THE BOARD
Even though the provisions of Companies Act, 2013 The Company’s Board has constituted the following
regarding Corporate Social Responsibility have become Committees prescribed under the Companies Act and
applicable on the Company from the FY 2018-19, yet the LODR Regulations, 2015:-
the Company has been, over the years, pursuing as a) Audit Committee
part of its corporate philosophy, an unwritten CSR
b) Stakeholders Relationship Committee
policy voluntarily which goes much beyond mere
philanthropic gestures and integrates interest, welfare c) Risk Management Committee
and aspirations of the community with those of the d) Nomination and Remuneration Committee
Company itself in an environment of partnership for e) Corporate Social Responsibility Committee
inclusive development. Except for the CSR expenditure f) Compensation Committee
incurred voluntarily, the Company was not required to
g) Sub-Committee of the Board
spend any amount on CSR during 2018-19.
The details of the Composition of the Committees,
ENVIRONMENT/POLLUTION CONTROL,
their role and terms of reference are given in Corporate
HEALTH AND SAFETY
Governance Report.
The Company is conscious of the importance of
environmentally clean and safe operations. The STATUTORY AUDITORS
Company’s policy requires conduct of operations in Pursuant to the provisions of Section 139 of
such a manner so as to ensure safety of all concerned, the Companies Act, 2013 and the rules framed
compliances of environmental regulations and thereunder,the Company in its Annual General Meeting
preservation of natural resources. held on 26th day of September, 2017 had appointed M/s
Avishkar Singhal & Associates, Chartered Accountants
RESEARCH & DEVELOPMENT AND QUALITY
(Firm Reg. No. 017362N) as the Statutory Auditors of the
CONTROL
Company for a period of Five Consecutive years from
The activities of R&D consists of improvement in the the conclusion of the 22nd Annual general Meeting,
processes of existing products and to develop new till the conclusion of the 27th Annual General Meeting
products. The Quality Control is the strength of the of the Company to be held in the year 2022. The
Company. All raw materials and finished products pass Companies Amendment Act ,2017 has dispensed the
through stringent quality checks for better results. ratification of auditors appointment at every Annual
General Meeting . Accordingly the Ordinary Business
INSURANCE
Agenda item relating to the ratification of the statutory
The Company has taken adequate insurance policies
Auditors appointment is not placed in the AGM notice.
for its assets against the possible risks like fire, flood,
public liability, marine, etc. The Company has not AUDIT REPORT
taken Directors and Officers Liability insurance policy The Auditor’s Report for the Financial Year 2018-19 does
as it is applicable on top 500 listed Companies as on not contain any qualification, reservation or adverse
31st March, 2019 and your Company does not fulfill that remark. With regard to emphasis of matter contained
criteria. in the Auditors’ Report, the Board is of the view that the
same are self explanatory.
CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION AND FOREIGN EXCHANGE COST AUDITORS AND THEIR REPORT
EARNING AND OUTGO
M/s. V. Kumar & Associates, Cost Accountants have
The particulars as prescribed under 134(3)(m) of the been duly appointed as Cost Auditors of the Company
Companies Act, 2013, read with Rule 8 of The Companies for audit of cost accounting records which are covered
(Accounts) Rules, 2014 relating to conservation of under the Cost Audit Rules for current financial year
energy, technology absorption and foreign exchange ending March 31, 2020.
earnings and outgo are given in Annexure-V.

As required by Section 148 of the Companies Act, 2013, required under Section 138 of the Companies Act and
necessary resolution has been included in the Notice their reports shall be reviewed by the Audit committee
convening the Annual General Meeting, seeking and the Board of Directors.
ratification by the Members to the remuneration
proposed to be paid to the Cost Auditors for the financial INTERNAL COMPLAINTS COMMITTEE
year ending March 31, 2020. The Company has complied with all the provisions
relating to the constitution of Internal Complaints
The Cost Audit Reports are required to be filed within Committee under the Sexual Harassment of Women at
180 days from the end of the financial year. The Cost Workplace (Prevention, Prohibition, and Redressal) Act,
Audit Reports for the financial year 2017-18 issued by 2013.
M/s V. Kumar and Associates, Cost Auditors, was filed
with Ministry of Corporate Affairs within the stipulated During the year, the Committee has not received any
time. The Cost Audit Reports for the financial year ended complaint related to Sexual harassment.
March 31, 2019 will be filed within the prescribed period.
INTERNAL FINANCIAL CONTROL
Further in compliance to the Companies (Accounts) Your Company has an effective internal control and
Amendment Rules, 2018 dated 31st July, 2018 this is to risk mitigation system, which are constantly assessed
confirm that maintenance of cost records as specified and strengthened with new/revised standard operating
by the Central Government under sub-section (1) of procedures. The Company’s internal control system
section 148 of the Companies Act, 2013, is required commensurate with its size, scale and complexities
by the Company and accordingly such accounts and of its operations. The main thrust of internal audit
records are made and maintained by the Company. is to test and review controls, appraisal of risks and
business processes, besides bench marking controls
SECRETARIAL AUDITORS AND THEIR
with best practices in the industry.
REPORT
The Audit Committee actively reviews the adequacy
Mr. Vishal Arora, Practicing Company Secretary was
and effectiveness of the internal control systems
appointed as Secretarial Auditors of the Company for
and suggests improvements to strengthen the same.
the financial year 2018-19 pursuant to Section 204 of
The Company has a robust Management Information
the Companies Act, 2013. The Secretarial Audit Report
System, which is an integral part of the control
submitted by them in the prescribed form MR- 3 is
mechanism.
attached as Annexure-VI and forms part of this report.
There are no qualifications or observations or other The Audit Committee, Board of Directors, Statutory
remarks of the secretarial auditors in the secretrial audit Auditors and the Business heads are periodically
report issued by them for the financial year 2018 -19. apprised of the internal audit findings and corrective
However in the directors qualification/disqualification actions taken. Audit plays a key role in providing
certificate as issued by them, they have observed that assurance to the Board of Directors. Significant audit
the three directors of the company were disqualified observations and corrective actions taken by the
on 04.04.2019 u/s 164 of the Companies Act, 2013. The management are presented to the Audit Committee of
said disqualification relates to Ind-Swift Limited . As the Board. To maintain its objectivity and independence,
required under the Act, these Directors have ceased to the Internal Audit function reports to the Chairman of
be member of the Board w.e.f. 23/04/2019. the Audit Committee.
INTERNAL AUDITORS CORPORATE GOVERNANCE

M/s Jain and Associates were appointed as Internal A Report on Corporate Governance forms part of this
Auditors of the Company upto 31st March, 2019. The Annual Report. The Auditors’ certificate certifying
Board has however approved the re-appointment of M/s compliance with the conditions of Corporate
Jain & Associates, Chartered Accountants as Internal Governance under Regulation 34(3) read with Schedule
Auditors of the Company for the FY 2019-20 as well. V of the SEBI (LODR) Regulations, 2015 is annexed as
They will conduct the Internal Audit of the Company as Annexure-VII to this Report.

HUMAN RESOURCE AFFECTING THE FINANCIAL POSITION OF
Your Company is of the firm opinion that efficiency THE COMPANY.
of its employees plays a key role in achieving set There is no material change and commitments affecting
goals and building a competitive work environment. the financial position of the company that occurred
The Company regularly conducts various programs between the end of the financial year of the company
at different levels so as to ensure that a vibrant and i.e. March 31, 2019 and the date of the Directors Report
motivated work-force leads to achievement of the i.e. 10th August, 2019.
defined goals. Employee relations continued to the
harmonious and cordial at all levels and in all the units REGISTRAR AND SHARE TRANSFER AGENT
of the Company. M/s Alankit Assignments Ltd., are the Registrar and
Share Transfer Agent of the Company for the Physical
The Company is committed to provide a protective
as well as Demat shares, Optionally Convertible
environment at workplace for all its women employees.
Debentures and Non-Convertible Debentures of the
To ensure that every woman employee is treated with
Company. The members are requested to contact the
dignity and respect and as mandated under “The Sexual
Registrar directly for any of their requirements.
Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013” and in its full LISTING FEES
compliance, the Company has constituted “Internal The Annual Listing fee for the year under review has
Complaints Committee” for prevention of sexual been paid to The BSE Limited and The National Stock
harassment of its women employees. During the year, Exchange of India Ltd.
the Committee has not received any complaint related
to Sexual harassment. CEO/CFO CERTIFICATION
In terms of the Listing Regulations, the Certificate
PARTICULARS OF EMPLOYEES duly signed by Sh. Navrattan Munjal, Chairman and
Particulars of remuneration of employees required Sh. Gagan Aggarwal, Chief Financial Officer (CFO) of
to be furnished pursuant to the provisions of Section the Company was placed before the Board of Directors
197 (12) of the Companies Act, 2013 (Act), read with along with the annual financial statements for the year
Rule 5(1) of the Companies (Appointment and ended on 31st March, 2019, at its meeting held on 29th
Remuneration of Managerial Personnel) Rules, 2014 May, 2019.
are given as Annexure-VIII to this Report. Particulars
of remuneration of employees required to be furnished SECRETARIAL STANDARDS:
in terms of Rules 5(2) and 5(3) of the said Rules, forms The Company has complied with the applicable
part of this Report, which shall be provided to Members Secretarial Standards issued by the Institute of
upon written request pursuant to thesecond proviso of Company Secretaries of India.
Rule 5. Particulars of remuneration of employees are
available for inspection by Members at the Registered ACKNOWLEDGEMENT
office of the Company during business hours on all Your Directors thank all the employees for their sincere
working days up to the date of the forthcoming AGM. efforts, active involvement and devoted services
rendered. Your Directors thank the shareholders
SIGNIFICANT AND MATERIAL ORDERS
of the Company for the confidence reposed in the
PASSED BY THE REGULATORS OR COURTS
Management of the Company. Your Directors place
During the Financial Year 2018-19, no significant/
on record their gratitude to the Customers, Suppliers,
material order was passed by any of the Regulators/
Company’s Bankers and Financial Institutions for their
Courts.
support and cooperation during the year under review.
CHANGE IN THE NATURE OF BUSINESS
There is no change in the nature of business of the
On behalf of the Board of Directors
Company.
Place: Chandigarh N.R. Munjal
MATERIAL CHANGES AND COMMITMENTS
Dated: 10th August, 2019 Chairman

ANNEXURE I
Form AOC-I
(Pursuant to First Provison to Sub Section (3) of Section 129 read with
Companies (Accounts) Rules, 2014)
Part A: Subsidiaries
(In `)
1 2 2
Name of the subsidiary Ind Swift Meteoric Life Ind-Swift
Laboratories Inc. Sciences Pte. Ltd. Middle East FZE.
The date since when subsidiary was acquired 02.01.2004 20.11.2009 15.10.2009
Reporting period of the Subsidiary concerned, if different 31-12-2018 31-10-2018 31.03.2019
from the holding company’s reporting period
Reporting currency and Exchange rate as on the last USD USD USD
date of the relevant Financial year in the case of foreign 69.79 73.99 69.17
subsidiaries.
Share Capital 3,43,98,701 4,15,18,681 4,41,67,875
Reserves and surplus 2,97,27,162 5,01,349 1,61,06,160
Total Assets 19,51,65,303 5,15,44,090 8,84,20,524
Total Liabilities 13,10,39,440 94,64,060 77,47,186
Investments - - -
Turnover 45,90,23,931 NIL NIL
Profit before taxation 88,62,277 NIL NIL
Provision for taxation 38,23,353 NIL NIL
Profit after taxation 50,38,924 NIL NIL
Proposed Dividend NIL NIL NIL
Extent of shareholding (In %) 100% 100% 100%
Part B: Associates and Joint Ventures

(Statement pursuant to Section 129(3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures)
Name of Associate Fortune (India) Mohali Green

Constructions Ltd Environment Pvt. Ltd
1 Latest audited Balance Sheet Date 31-March-2018 31-March-2018
2 Date on which Associate was associated 2005-2006 2015-2016
3 Shares of Associate held by the company on the year end :-
Number 48,20,000 2,40,000
Amount of Investment in Associate (D) 4,82,00,000 24,00,000
Extent of Holding (%) 47.723% 25.40%
4 Description of how there is significant influence Due to Voting power Due to Voting power
5 Reason why the Joint venture is not consolidated NA NA
6 Networth attributable to Shareholding as per latest Audited 498,44,50,500 24,18,465
Balance Sheet (D)
7 Profit/Loss for the year (Share of Group)
i. Considered in Consolidation (in D) (8,15,948) (5,079)
ii. Not Considered in Consolidation (in D) (8,93,810) (14,917)

42
ANNEXURE II
FORM AOC-2
(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and
Rule 8(2) of the Companies (Accounts) Rules, 2014)
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 arm’s length transaction under third proviso thereto:
1. No contracts or arrangements or transactions were entered into by the Company with related parties uring the year ended March 31, 2019, which
were not at arm’s length basis.
2. Details of contracts or arrangements or transactions at Arm’s length basis:
IND-SWIFT LABORATORIES LTD.

Sl. No Particulars Details
a) Name (s) of the related party Ind Swift Ltd. (Group Essix Biosciences Halcyon Life Fortune (India) Mohali Green
and nature of relationship Co.) Ltd. (Group Co.) Sciences Ltd. (Group Constructions Ltd. Environment Pvt.
Co.) (Group Co.) Ltd.
b) Nature of contracts / Purchase & Sale- Purchase & Sale- Purchase/Sales/ Purchase- Capital Loans/Advance
arrangements /transaction Goods Goods Advances Goods- Services Investment
c) Duration of the contracts/ Ongoing Ongoing Ongoing Ongoing Ongoing

arrangements / transaction
d) Salient terms of the Based on transfer Based on transfer Based on transfer Based on transfer Based on
contracts or arrangements pricing guidelines. pricing guidelines. pricing guidelines. pricing guidelines- transfer pricing
or transactions including the `63,61,19,054 `96,23,08,763 Nil Nil guidelines-
value Nil
e) Date of approval by the Audit 29.05.2019 29.05.2019 29.05.2019 29.05.2019 29.05.2019

Committee/Board
f) Amount paid as advances, if 17,79,06,095 5,91,93,857 51,57,86,494 54,61,81,194 51,87,500

any (`)
Place: Chandigarh N.R. Munjal

Dated: 10th August, 2019 Chairman
ANNEXURE III
Details of ESOP as per the provisions of Companies Act, 2013 & SEBI (Share Based Employee
Benefits) Regulations, 2014
S.No Particulars Options Movement Options Movement Options Movement

During 2018-19 During 2017-18 During 2016-17
1 No. of Options outstanding at the beginning 5,43,109 10,80,740 16,00,000
of the year
2 No. of Options granted during the year 0 0 0
3 No. of options Vested 5,33,340 5,33,330 5,33,330
4 No. of Options exercised during the year 5,19,989 5,37,631 5,19,260
5 No. of Shares allotted during the year 5,19,989 5,37,631 5,19,260
pursuant to exercise of options
6 Options Lapsed 23,120 Nil Nil
7 Exercise Price `10.00 `10.00 `10.00
8 Variations in Terms of Options NA NA NA
9 Money Realized by exercise of Options 51,99,890 53,76,310 51,92,600
10 Total No. of Options in Force. Nil 5,43,109 10,80,740
11 Employee wise details of options granted
during the year to:
(a) Key managerial personnel: Nil Nil Nil
(b) Any other employees who were granted Nil Nil Nil
during any one year, options amounting
to 5% or more of the options during the
year:
(c) Identified employees who were granted Nil Nil Nil
option during any one year, equal to
or exceeding 1% of the Issued Capital
(excluding outstanding warrants and
conversions) of the company at the time
of grant

ANNEXURE IV
Form No. MGT-9
EXTRACT OF ANNUAL RETURN
as on the financial year ended on 31st March, 2019
[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1)
of the Companies (Management and Administration) Rules, 2014]
I. REGISTRATION AND OTHER DETAILS
i) CIN L24232CH1995PLC015553
ii) Registration Date 04/01/1995
iii) Name of the Company IND-SWIFT LABORATORIES LIMITED
iv) Category / Sub-Category of the Company Company having Share Capital
v) Address of the Registered office and contact details SCO 850, Shivalik Enclave, NAC, Manimajra,
Chandigarh – 160101
Tele:- +91-172-5061850, 2730920
Fax:- +91-172-2730504, 2736294
Email: [email protected]
Website: www.indswiftlabs.com
vi) Whether listed company Yes (Listed at BSE and NSE)
vii) Name, Address and Contact details of Registrar and M/s Alankit Assignments Ltd.
Transfer Agent, if any 205-208 Anarkali Extension
Jhandewalan Extension, New Delhi- 110055
Tel:- +91-11-42541965, 42541953
Fax:- +91-11-41540064
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10 % or more of the total turnover of the company shall be stated:-
Name and Description of main NIC Code of the Product/services % to Total turnover of the company
products/ services
Pharmaceuticals 210 100%
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES
S. NAME AND ADDRESS OF THE COMPANY CIN/GLN/UIN HOLDING/ % of Applicable

NO SUBSIDIARY/ shares Section
ASSOCIATE held
1 Ind Swift Laboratories Inc., USA. CGWAZ20040125 SUBSIDIARY 100 2(87)
2 Meteoric Life Science Pte Ltd., Singapore. CGWAZ20100711 SUBSIDIARY 100 2(87)
3 Ind-Swift Middle East FZE (UAE), DUBAI. CGWAZ20121157 SUBSIDIARY 100 2(87)
4 Fortune (India) Construction Ltd. U45200CH2005PLC028005 ASSOCIATE 47.73 2(6)
SCO 849, Shivalik Enclave NAC Manimajra
Chandigarh 160101
5. Mohali Green Environment Private Limited U90002CH2012PTC034085 ASSOCIATE 25.40 2(6)
SCO 99-100, Sector 17B, Chandigarh

IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
(i) Category-wise Share Holding
Category of No. of shares held at the beginning of the No. of shares held at the end of the year %
Shareholder year Change
during
Demat Physical Total % of Demat Physical Total % of the
Total Total year
shares shares
A. Promoters
(1) Indian
(a) Individual/ HUF 24,86,510 0 24,86,510 5.49 24,86,510 0 24,86,510 5.23 -0.26
(b) Central Govt - - - - - - - - -
(c) State Govt(s) - - - - - - - - -
(d) Bodies Corp. 2,23,27,507 0 2,23,27,507 49.31 2,23,27,507 0 2,23,27,507 46.94 -2.38
(e) Banks/FI - - - - - - - - -
(f) Any Other - - - - - - - - -
Sub-total (A) (1):- 2,48,14,017 0 2,48,14,017 54.80 2,48,14,017 0 2,48,14,017 52.16 -2.64
(2) Foreign
(a) NRIs - - - - - - - - - -
Individuals
(b) Other – - - - - - - - - -
Individuals
(c) Bodies Corp. - - - - - - - -
(d) Banks / FI - - - - - - - - -
(e) Any Other…. - - - - - - - -
Sub-total (A) (2):- - - - - - - - - -
Total shareholding 2,48,14,017 0 2,48,14,017 54.80 24,814,017 0 2,48,14,017 52.16 -2.64
of Promoter
(A) = (A)(1)+(A)( 2)
B. Public
Shareholding
1. Institutions
(a) Mutual Funds - - - - - - - -
(b) Banks/FI 100 - 100 0 - - - - -
(c) Central Govt. - - - - - - - - -
(d) State Govt(s) - - - - - - - -
(e) Venture Capital - - - - - - - -
Funds
(f) Insurance - - - - - - - -
Companies
(g) FIIs/FPI 346782 - 346782 0.77 286782 0 286782 0.60 -0.17
(h) Foreign Venture
Capital Funds
(i) Others (specify) - - - - - - - -
Sub-total (B)(1):- 3,46,882 0 3,46,882 0.77 2,86,782 0 2,86,782 0.60 -0.17

Category of No. of shares held at the beginning of the No. of shares held at the end of the year %
Shareholder year Change
during
Demat Physical Total % of Demat Physical Total % of the
Total Total year
shares shares
2. Non Institutions
a) Bodies Corp.
i) Indian 53,84,624 10,200 53,94,824 11.92 66,41,232 10,100.00 66,51,332 13.98 0.09
ii) Overseas
b) Individuals
i) Individual 66,60,217 2,93,406 69,53,623 15.37 65,34,031 1,78,404 67,12,435 14.11 -1.26
shareholders
holding nominal
share capital upto
`2 lakh
ii)Individual 65,56,351 0 65,56,351 14.49 76,83,878 37,600 77,21,478 16.23 -0.38

shareholders
holding nominal
share capital in
excess of `2 lakh
NBFC registered - - - - 17,141 - 17,141 0.04 -0.38

with RBI
c) Others (specify)
Custodians/ 7,639 0 7,639 0.02 71,265 0 71,265 0.15 -

Clearing Members
NRIs 1,70,991 0 1,70,991 0.38 1,68,619 0 1,68,619 0.35 0.01
IEPF 72,082 0 72,082 0.16 1,57,853 0 1,57,853 0.33 0.17
HUF 9,37,343 0 9,37,343 2.07 9,44,748 0 9,44,748 1.99 -0.08
Sub-total (B)(2):- 1,97,89,247 3,03,606 2,00,92,853 44.41 2,22,18,787 2,26,104 2,24,44,891 33.20 -11.21
Total Public 2,01,36,129 3,03,606 2,04,39,735 43.95 2,25,05,569 2,26,104 2,27,55,173 43.95 0.53
Shareholding
(B)=(B)(1)+ (B)(2)
C. Shares held 23,500 0 23,500 0.05 23,500 0 23,500 0.05 0

by Custodian for
GDRs & ADRs
Grand total (A+B+C) 4,49,73,646 3,03,606 4,52,77,252 100.00 4,73,73,086 2,26,104 4,75,69,190 100.00 0

(ii) Shareholding of Promoters & Persons Acting in Concert (PAIC)
SL Shareholder’s Name Shareholding at the beginning of Share holding at the end of the year % change
No. the year in share
holding
No. of % of total % of shares No. of % of total % of shares during
Shares Shares pledged / Shares Shares pledged / the year
of the encunberred of the encunberred
company to total company to total
shares shares
Promoters
1 Essix Biosciences Ltd 1,28,27,787 28.30 76.71 1,28,27,787 26.96 76.71 -1.37
2 Ind Swift Ltd 94,99,720 20.98 38.28 94,99,720 19.97 38.28 -1.01
3 N.R.Munjal 9,20,724 2.03 2.62 9,20,724 1.94 2.62 -0.10
4 Himanshu Jain 4,06,961 0.89 1.64 4,06,961 0.86 1.64 -0.04
5 S.R.Mehta 2,33,600 0.51 0.94 2,33,600 0.49 0.94 -0.02
6 Rishav Mehta 4,54,545 1.00 1.83 4,54,545 0.96 1.83 -0.05
7 V.R.Mehta 5,2,900 0.11 0.21 52,900 0.11 0.21 -0.01
8 Gopal Munjal 60,900 0.13 0.24 60,900 0.13 0.24 -0.01
PAIC
9 Sahil Munjal 2,000 0.00 0.00 2,000 0.00 0 0.00
10 Annie Mehta 2,780 0.00 0.01 2,780 0.00 0.01 0.00
11 Bhanavi Mehta 3,000 0.00 0.01 3,000 0.00 0.01 0.00
12 Divya Munjal 3,000 0.00 0.01 3,000 0.00 0.01 0.00
13 Ishav Mehta 3,000 0.00 0.01 3,000 0.00 0.01 0.00
14 Meenakshi Mehta 12,000 0.02 0.04 12,000 0.02 0.04 0.00
15 Ravi Mehta 12,000 0.02 0.04 12,000 0.02 0.04 0.00
16 Neeta Munjal 12,000 0.02 0.04 12,000 0.02 0.04 0.00
17 Nidhi Munjal 12,000 0.02 0.04 12,000 0.02 0.04 0.00
18 Sunita Jain 46,100 0.10 0.18 46,100 0.10 0.18 0.00
19 Neera Mehta 2,49,000 0.55 1.00 2,49,000 0.55 1.00 -0.03
Total 2,48,14,017 54.68 2,48,14,017 52.16
(iii) Change in Promoters’ Shareholding (please specify, if there is no change)
Sl. Shareholding at the beginning of Cumulative shareholding during

No. the year the year
No. of shares % of total No. of shares % of total shares
shares of the of the company
company
At the beginning of the year N.A N.A N.A N.A
Increase in Share holding N.A N.A N.A N.A
At the end of the year N.A N.A N.A N.A

(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):
Sl. For Each of the Top 10 Shareholders Shareholding at the Shareholding at the
No. beginning of the year end of the year
No. of % of total No. of % of total
shares shares shares shares
of the of the
company company
1. ASHOK KUMAR CHANDAK 12,13,152 2.67 15,90,923 3.34
2. GRYFFIN ADVISORY SERVICES PRIVATE LIMITED 7,98,238 1.76 10,16,870 2.13
3. PANCHKULA FINVEST PRIVATE LIMITED 9,45,528 2.08 9,90,628 2.08
4. SRI GANESH BIOTECH PRIVATE LIMITED 6,18,085 1.36 6,18,085 1.36
5. EDELWEISS ASSET RECONSTRUCTION COMPANY LIMITED - - 5,11,829 1.07
8. CHHAGANBHAI PARSOTTAMBHAI PATEL HUF 3,86,320 0.85 3,86,320 0.81
9. ALBULA INVESTMENT FUND LTD 3,46,782 0.76 2,86,782 0.60
10. CONQUER INVESTMENT & FINANCE PVT. LTD. - - 2,79,529 0.58
*The shares of the Company are traded on daily basis and hence the datewise increase/decrease in shareholding is
not indicated. Shareholding is consolidated on Permanent Account Number (PAN) of the shareholder. The detailed
data can be provided on request to any shareholder.
(v) Shareholding of Directors and Key Managerial Personnel:
Sl. For Each of the Directors and KMP Shareholding at the Cumulative Shareholding
No. beginning of the year during the year
shares shares of the shares shares of the
company company
Shareholding of Key Managerial Personnel
1. Mr. S. R. Mehta (Director)*
At the beginning of the year 2,33,600 0.52 2,33,600 0.52
No change during the year Nil Nil Nil Nil
At the end of the year 2,33,600 0.52 2,33,600 0.52
2. Mr. N. R. Munjal (Director & KMP)
Shares Allotted during the year NIL Nil NIL Nil
3. Mr. Himanshu Jain (Director & KMP)
4. Mr. Rishav Mehta (Director & KMP)
5. Dr. G. Munjal* (Director)
At the beginning of the year 60,900 0.14 60,900 0.14
At the end of the year 60,900 0.13 60,900 0.13

Sl. For Each of the Directors and KMP Shareholding at the Cumulative Shareholding
No. beginning of the year during the year
shares shares of the shares shares of the
company company
6. Dr. V.R. Mehta* (Director)
7. Mr. Gagan Aggarwal (KMP)*****
Allotted during the year Nil 49,000 0.10
At the end of the year 0.21 1,75,500 0.37
8. Mr. Pardeep Verma (KMP)
Allotted during the year Nil Nil 25,000 0.10
9. Mr. Sri Prakash Sharma (Director)
At the beginning of the year NIL NIL NIL NIL
Allotted during the year NIL NIL NIL NIL
At the end of the year NIL NIL NIL NIL
10. Mr. Prabhat Khurana (Director)
11. Mr. Satyendra Vikram Singh** (Director)
12. Mr. Ashwani Kumar Vig* (Director)
13. Mr. J. K. Kakkar* (Director)
14. Ms. Poonam Maini*** (Director)
15. Ms. J.S Ahluwalia**** (Director)
* Ceased to be the director w.e.f 23.04.2019

** Ceased to be the director w.e.f. 17.10.2018
***Appointed as a director w.e.f 11.05.2018 and Ceased to be the director w.e.f 11.02.2019
****Appointed as a director w.e.f 08.06.2018 and Ceased to be the director w.e.f 23.04.2019
*****Appointed as a CFO w.e.f 29.09.2018

V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for Payment
Secured loans Unsecured Deposits Total

Excluding deposits Loans Indebtedness
Indebtedness at the beginning of
the financial year
(i) Principal Amount 1,034,20,63,439 17,01,38,394 31,84,38,997 1,083,06,40,830
(ii) Interest due but not paid 187,76,09,170 0 33,82,61,561 221,58,70,731
(iii) Interest accrued but not due 0 0 0 0
Total (i+ii+iii) 1,221,96,72,609 17,01,38,394 65,67,00,558 1,304,65,11,561
Change in Indebtedness during the

financial year
• Addition ·
(i) Principal Amount 499,94,07,516 33,87,28,267 0 533,81,35,783
(ii) Interest due but not paid 83,95,96,556 2,80,75,044 2,15,72,498 88,92,44,098
• Reduction
(i) Principal Amount 482,93,25,803 32,37,00,000 10,11,39,037 525,41,64,840
(ii) Interest due but not paid 247,05,17,067 2,80,75,044 3,90,16,757 253,76,08,868
Net Change
Principal 17,00,81,713 1,50,28,267 -10,11,39,037 8,39,70,943
Interest -16,30,92,0511 0 -1,74,44,259 -164,83,64,770
Indebtedness at the end of the

financial year
(i)Principal Amount 10512145152 18,51,66,661 21,72,99,960 1,091,46,11,773
(ii) Interest due but not paid 24,66,88,659.1 0 32,08,17,302 56,75,05,961.1
Total (I + ii+ iii) 1,075,88,33,811 18,51,66,661 53,81,17,262 1,148,21,17,734

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole-time Directors and/or Manager:
Sl. Particulars of Remuneration Name of MD/WTD/Manager Total Amount

No.
N.R. Munjal* Himanshu Jain* Rishav Mehta*
1. Gross salary 1,79,89,704 1,79,89,704 47,89,704 40,76,9112
(a) Salary as per provisions contained in
section 17(1) of the Income tax Act, 1961
(b) Value of perquisites u/s 17(2) Income- - - - -
tax Act, 1961
(c) Profits in lieu of salary under section - - - -
17(3) Income tax Act, 1961
2. Stock Option - - - -
3. Sweat Equity - - - -
4. Commission
- as % of profit - - - -
- others, specify… - - - -
5. Others, please Specify - - - -
Total (A) 1,79,89,704 1,79,89,704 47,89,704 4,07,69,112
Ceiling as per the Act - - - -
*The Remuneration to these Directors has been increased w.e.f 1st April, 2018, the impact of the same has not been
captured as the directors have not claimed the increased remuneration before 31.03.2019.
B. Remuneration to other directors:
Sl. Particulars of Remuneration Fee for attending Commission Others Total Amount
No. board/ committee (Please specify) (D)
meetings (D)
1. Independent Directors
Dr. J.K. Kakkar* 95,000 - - 95,000
Dr. A.K. Vig* 65,000 - - 65,000
Mr. Prabhat Khurana 77,500 - - 77,500
Mr. S.P Sharma 72,500 - - 72,500
Ms. Poonam Maini** 50,000 - - 50,000
Mr. J.S Ahluwalia**** 42,500 - - 42,500
Total (1) 4,02,500 - - 4,02,500
2. Other Non-Executive Directors
Mr. S V Singh*** 20,000 20,000
Dr. Gopal Munjal* 50,000 - - 50,000
Dr. V R Mehta* 55,000 - - 55,000
Mr. S R Mehta* 55,000 - - 55,000
Total (2) 1,80,000 - - 1,80,000
Total Managerial Remuneration (1+2) 5,82,500 - - 5,82,500
Ceiling as per the Act `1,00,000 per meeting
* ceased to be the director w.e.f 23.04.2019
** Appointed as Independent director w.e.f 11.05.2018 and ceased the director w.e.f 11.02.2019
***Ceased to be director w.e.f 17.10.2018
****Appointed as director w.e.f 08.06.2018 and Ceased to be the director w.e.f 23.04.2019

C. Remuneration to Key Managerial Personnel other than MD/Manager/WTD:
Sl. Particulars of Remuneration Key Managerial Personnel

No.
CEO Company CFO Total
Secretary
1. Gross salary - 23,30,884 22,90,596 46,21,480
(a) Salary as per provisions contained in
section 17(1) of the Income tax Act, 1961
(b) Value of perquisites u/s 17(2) Income-tax - - - -
Act, 1961
(c) Profits in lieu of salary under section 17(3) - - - -
Income tax Act, 1961
2. Stock Option - 13,01,250 25,50,450 38,51,700
3. Sweat Equity - - - -
4. Commission
- as % of profit - - - -
- others, specify - - - -
5. Others, please Specify - - - -
Total - 36,32,134 48,41,046 84,73,180
VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:
Type Section Brief Details of Authority Appeal

of the Description Penalty/ [RD/ NCLT/ made if
Companies Punishment COURT] any
Act Compounding (give details)
fees imposed
A. COMPANY
Penalty - - - - -
Punishment - - - - -
compounding - - - - -
B. DIRECTORS
Penalty - - - - -
compounding - - - - -
C. OTHER OFFICERS IN DEFAULT
Penalty - - - - -
Compounding - - - - -

ANNEXURE V
Conservation of Energy, Technology Absorption, Foreign Exchange Earnings & Outgo pursuant to Section
134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014.
A. CONSERVATION OF ENERGY
i. Steps taken for conservation of Energy and their impact.
Steps Taken Improvement

POWER PLANT
VFD installed on turbine condensate pump to save power 168 units saved per day
Condensate recovery increased by connecting steam drain from Approximately 5 kl condensate
different plants to condensate tanks recovery improvement per day
ELECTRICAL
PCC main ACBs have been provides with Cooling Fans, so as to reduce Life of Switchgear is increased in PCC
the IR Losses and increase the life of ACBs. and energy loss in form heat will reduce
Replaced existing CFL lamps with lower wattage LED lamps to save Energy
Installed New Energy Efficient 60kva& 15+15 Kva UPSs in place of older
60kva and 20kva UPSs
125w street Lights ( HPMV) Lamps to be replaced with 100w LED lights
Installed VFD on 45KW CT Fan to save Energy. Saving of 3000 Units per month during
Summer Season
UTILITY
Methanol saving--consumption of methanol reduced as used in brine Saving of 31000 kg methanol from Jan
to June-19
Water Saving-Natural draft cooling tower of Water Chiller replaced with Reduced the wastage of water by
induced draft cooling tower and installed VFD on fan reduction in drift loss, reduced
operating electrical cost
Energy saving-VAM ( 2B4MH) operated on high pressure steam which Increase in 100 TR capacity on same
was earlier operated at low pressure steam input. (D0.5/TR cost is reduced )
HVAC & WATER SYSTEM
Water Saving-After completion of hot loop sanitization, draining of 50% saving from draining of Purified
Purified Water storage tank has been reduced from twice d to single Water during Sanitization and
time & tanks volume has been reduced from 50% to 25% for the chemical chemical consumption.
sanitization.
Energy Saving- VFD installed on softwater feed pump (P-UT-RW-007) Saving of 30,000 Units in a year
and energy saved
PLANNING FOR 2020-2021
Utilisation of ETP water in cooling tower to reduce the ground water by
installing scaleban
Installation of VFD on cooling tower fan to reduce the power consumption
Automatic condenser tube cleaning system (ACTC) to be installed,
Energy will be saved as chiller condenser will remain in clean condition
Semi-automatic tube cleaning system for equipment cleaning
(Equipment will remain in clean condition and less energy will consume)
VFD implementation on pumps, having running time less than 50%

B. TECHNOLOGY ABSORPTION
i. Efforts, in brief made towards technology, absorption, adaptation and innovation.

• To continue developing innovative and commercially viable process know-how for
Research & Development (R&D)

ISLL R & D is basically focused on the development and improvements of technologies of API’s for several years.
The developed technologies have been commercialized for both regulated and semi regulated markets.
In addition, ISLL has recently made forays in to the Custom Research and Manufacturing services (CRAMS) wherein
it has initiated R & D and manufacturing of very high purity specialty chemicals that are precursors to the
synthesis of ORGANIC LIGHT EMITTING DIODE (OLED) compounds which are used for preparing Advanced Optical
Display Instruments and are extensively applied in Artificial Intelligence studies and software development.
ii. Benefits derived as a result of above efforts e.g. product improvements, cost reduction, product development etc.
• Cost reduction, quality improvement.
• No. of products commercialized have been increased.
• R&D Centre is recognized by DSIR, New Delhi.
iii. Information in case of imported technology (imports during last five years).
During the year FY 2018-19, the Company did not import any specific technology. The Company developed
technology through efforts of its in-house Research & Development.
iv. Expenditure on R & D during the year 2018-19 (` in Lakhs)
2018-19 2017-18
a. Capital 299.36 285.60
b. Revenue 2,071.90 3,006.45
Total 2,371.26 3,292.06
C. Total R&D expenditure as percentage of total turnover 3.27 4.50
D. Turnover 72,442.76 73,129.33
C. Foreign Exchange Earnings & Outgo
During the year foreign exchange outgo was D18,876.26 lakhs and the earnings in Foreign Exchange were D49,054.96
lakhs. The details have been given in Note XXXIII of Notes to Accounts.

ANNEXURE VI
Form No. MR-3
SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED ON 31ST MARCH 2019
[Pursuant to section 204(1) of the Companies Act, 2013 and rule No.9 of the Companies
(Appointment and Remuneration Personnel) Rules, 2014]
TO (iv) Foreign Exchange Management Act, 1999 and

THE MEMBERS, the rules and regulations made thereunder to the
IND SWIFT LABORATORIES LIMITED extent of Foreign Direct Investment, Overseas
Direct Investment and External Commercial
We have conducted the Secretarial Audit of the
Borrowings;
compliance of applicable statutory provisions and the
(v) The following Regulations and Guidelines
adherence to good corporate practices by IND SWIFT
prescribed under the Securities and Exchange
LABORATORIES LIMITED (hereinafter referred to as
Board of India Act, 1992 (‘SEBI Act’):-
“the company”). Secretarial Audit was conducted
in a manner that provided us a reasonable basis (a) The Securities and Exchange Board of India
for evaluating the corporate conducts/statutory (Substantial Acquisition of Shares and
compliances and expressing my opinion thereon. Takeovers) Regulations, 2011;
(b) The Securities and Exchange Board of India
Based on our verification of the IND SWIFT
(Prohibition of Insider Trading) Regulations,
LABORATORIES LIMITED’s books, papers, minute books,
2015;
forms and returns filed and other records maintained
(c) The Securities and Exchange Board of India
by the Company and also the information provided
(Issue of Capital and Disclosure Requirements)
by the Company, its officers, agents and authorized
Regulations, 2009;
representatives during the conduct of secretarial audit,
we hereby report that in our opinion, the company (d) The Securities and Exchange Board of
has, during the audit period covering the financial India (Employee Stock Option Scheme
year ended on 31st March, 2019 complied with the and Employee Stock Purchase Scheme)
statutory provisions listed hereunder and also that the Guidelines, 1999;
Company has proper Board-processes and compliance- (e) The Securities and Exchange Board of
mechanism in place to the extent, in the manner and India (Issue and Listing of Debt Securities)
subject to the reporting made hereinafter: Regulations, 2008;
(f) The Securities and Exchange Board of India
We have examined the books, papers, minute books,
(Registrars to an Issue and Share Transfer
forms and returns filed and other records maintained
Agents) Regulations, 1993 regarding the
by IND SWIFT LABORATORIES LIMITED (“the
Companies Act and dealing with client;
Company”) for the financial year ended on 31stMarch,
2019 according to the provisions of: (g) The Securities and Exchange Board of India
(Delisting of Equity Shares) Regulations, 2009;
(i) The Companies Act, 2013 (the Act) and the rules
and
made thereunder;
(h) The Securities and Exchange Board of India
(ii) The Securities Contracts (Regulation) Act, 1956
(Buyback of Securities) Regulations, 1998;
(‘SCRA’) and the rules made thereunder;
(i) The Securities and Exchange Board of India
(iii) The Depositories Act, 1996 and the Regulations
(listing obligations & disclosure requirements)
and Bye-laws framed thereunder;
regulations, 2015

(vi) OTHER APPLICABLE ACTS : (u) The Medicinal & toilet Preparations
(a) Pharmacy Act, 1948 Substances ( Excise Duties) Act, 1955
(b) The Finance Act,2018 (v) The Indian Copyright Act, 1957
(c) Prevention of Money Laundering Act, 2002 (w) The Patents Act, 1970
and the prevention of Money-Laundering (x) The Trade Marks Act, 1999
(Amendment) Act 2012. We have also examined compliance with the applicable
(d) Payment of Wages Act, 1936, and rules made clauses of the following:
thereunder (i) Secretarial Standards issued by “The Institute of
(e) The Minimum Wages Act, 1948, and rules Company Secretaries of India”.
made therunder (ii) The listing agreement and Securities and Exchange
(f) Employee’s State Insurance act, 1948, and Board of India (listing Obligations and Disclosure
rules made thereunder Requirements) Regulations, 2015 entered into by
(g) The Employee’s Provident Fund and the Company with Bombay Stock Exchange Limited
Miscellaneous Provisions Act, 1952 and rules (BSE) and Nationl Stock Exchange (NSE).
made thereunder
We further report that
(h) The Payment of Bonus Act, 1956, and rules
The Board of Directors of the Company is duly
made thereunder.
constituted.The changes in the composition of the
(i) The Payment of Gratuity Act, 1972 Board of Directors that took place during the period
(j) Indian Contract Act, 1872 under review were carried out in compliance with the
(k) The Apprentices Act, 1961 provisions of the Act
(l) The Workmen’s Compensation act, 1923 Majority decisions are carried through while the
(m) Sexual Harassment of Women at Work Place dissenting members’ views are captured and recorded
(Prevention, Prohibition &Redressal) Act, 2013 as part of the minutes, wherever required.
(n) The Factories Act, 1948 (Act No. 63 of 1948), as
We further report that there are adequate systems and
amended by the Factories (Amendment) Act,
processes in the company commensurate with the size
1987 (Act 20 of 1987)
and operations of the company to monitor and ensure
(o) The drugs (Control) Act, 1950. compliance with applicable laws, rules, regulations
(p) The Environment (Protection) Act, 1986 and guidelines.
(q) Drugs and Cosmetics Act, 1940
This report is to be read with our letter of even date
(r) Drugs and Magic Remedies ( Objectionable which is annexed as “Annexure A” and forms and
Advertisement) Act, 1954 integral part of this report.
(s) Narcotic Drugs and Psychotropic Substances Vishal Arora
Act, 1985 Company Secretary
(t) Conservations of Foreign Exchange And Place: Chandigarh FCS No. 4566
Prevention of Smuggling Activities Act, 1974 Date: 10.08.2019 CP No. 3645

ANNEXURE-A
TO 4. Whenever required, we have obtained the
THE MEMBERS, management representation about the compliance
IND SWIFT LABORATORIES LIMITED of laws, rules and regulations and happening of
events etc.
Our report of even date is to be read along with this
letter. 5. The compliance of the provisions of corporate and
other applicable laws. Rules, regulations, standards
1. Maintenance of secretarial records is the
are the responsibility of the management. Our
responsibility of the management of the company.
examination was limited to the extent of verification
Our responsibility is to express an opinion on these
of procedures on test basis.
secretarial records, based on our audit.
6. The secretarial audit report is neither an assurance
2. We have followed the audit practices and processes
as to the future viability of the company nor
as were appropriate to obtain reasonable assurance
of the efficacy or effectiveness with which the
about the correctness of the contents of secretarial
management has conducted the affairs of the
records. The verification was done on test basis
company.
to ensure that the correct facts are reflected in
secretarial records. We believe that the processes
and practices, we followed, provide a reasonable
basis for our opinion.
Vishal Arora
3. We have not verified the correctness and Company Secretary
appropriateness of financial records and books of Place: Chandigarh FCS No. 4566
accounts of the company. Date: 10.08.2019 CP No. 3645

ANNEXURE VII
AUDITORS’ CERTIFICATE
ON CORPORATE GOVERNANCE
To
The Members of
IND-SWIFT LABORATORIES LIMITED
We have examined the compliance of conditions of Corporate Governance by M/s Ind-Swift Laboratories Limited
for the year ended 31st March 2019 as stipulated in the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015.
The compliance of conditions of Corporate Governance is the responsibility of the 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 review of procedures and implementation thereof,
adopted by the Company for ensuring the compliance of the conditions of Corporate Governance as stipulated in
the said clause. 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 explanation given to us, we certify that the Company has
complied with the conditions of Corporate Governance as stipulated in the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.
We further state that such compliance is neither an assurance as to the future viability of the Company nor the
efficiency or effectiveness with which the management has conducted the affairs of the Company.
For Avishkar Singhal & Associates

(Regd. No. 017362N)
Place: Chandigarh (C A Avishkar Singhal)

Date: 10.08.2019 Partner
Membership No. 098698

ANNEXURE VIII
Details under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014
Rule Particulars
(i) The Ratio of the remuneration of each Director to the median a Mr. N.R. Munjal, 66:1
remuneration of the employees of the Company for the financial Vice Chairman Cum
year. Managing Director
b Mr. Himanshu Jain, 66:1
Jt Managing Director
c Mr. Rishav Mehta, 17:1
Executive Director
(ii) The percentage increase in remuneration of each Director, Chief a Mr. N.R. Munjal, Nil
Financial Officer, Chief Executive Officer, Company Secretary in Managing Director
the financial year.
b Mr. Himanshu Jain, Nil
Jt Managing Director
c Mr. Rishav Mehta, Nil
Executive Director
d Mr. Gagan Aggarwal, Chief N.A.
Financial Officer *
e Mr. Pardeep Verma, 18.52%
Company Secretary
(iii) The percentage increase in the median remuneration of employees 9.23%
in the financial year.
(iv) The number of permanent employees on the rolls of the company 1,491
as on 31st March, 2019.
(v) Average percentile increase already made in the salaries of 6.95%
employees other than the managerial personnel in the last
financial year and its comparison with the percentile increase in For comparison purpose the percentage
the managerial remuneration and justification thereof and point increase in remuneration of KMP is
out if there are any exceptional circumstances for increase in the given in Rule no. (ii) above.
managerial remuneration.
(vi) It is hereby affirmed that the remuneration is as per the Remuneration Policy of the Company.
*Appointed as CFO on 29.09.2018.

REPORT ON CORPORATE GOVERNANCE
THE COMPANY'S PHILOSOPHY ON CODE OF CODE OF BUSINESS CONDUCT & ETHICS

CORPORATE GOVERNANCE The Company has adopted a Code of Business Conduct
Effective corporate governance practices constitute and Ethics for Directors and Senior Management
the strong foundation on which successful commercial of the Company, as required under Regulation 17(5)
enterprises are built to last. The Company's philosophy (a) of the Listing Regulations. The Company has
on corporate governance oversees business strategies received confirmations from the Directors and Senior
and ensures fiscal accountability, ethical corporate Management regarding compliances with the Code
for the year ended 31st March 2019. A certificate from
behavior and fairness to all stakeholders comprising
the Managing Director to this effect is attached to this
regulators, employees, customers, vendors, investors
Report.
and the society at large. Strong leadership and
effective corporate governance practices have been the The Code has been displayed on the Company’s website
Company's hallmark. – www.indswiftlabs.com.
The Company has a strong legacy of fair, transparent CODE OF CONDUCT FOR PREVENTION OF
and ethical governance practices. The Company has INSIDER TRADING
adopted a Code of Conduct for its employees including As required by the provisions of the Securities and
the Managing Director and the Executive Directors. In Exchange Board of India (Prohibition of Insider Trading)
addition, the Company has adopted a Code of Conduct Regulations, 2015 and amended as per SEBI (Prohibition
for its non-executive directors which includes Code of Insider Trading) (Amendment) Regulations, 2018, the
of Conduct for Independent Directors which suitably Company has adopted a Code of Conduct for Prevention
incorporates the duties of independent directors as of Insider Trading. The Company Secretary of the
company acts as the Compliance Officer.
laid down in the Companies Act, 2013 (“the Act”). These
codes are available on the Company's website. The The Code of Conduct is applicable to Promoter(s),
Company's corporate governance philosophy has been Director(s), Key Managerial Personnel, specified
further strengthened through the Company’s Code of employees and other Connected Person of the Company
Conduct for Prevention of Insider Trading. who are expected to have access to Unpublished Price
Sensitive Information (UPSI) relating to the Company.
The Company is in compliance with the requirements All of them have duty to safeguard the confidentiality
stipulated under Regulation 17 to 27 read with Schedule of all such information obtained in the course of his
V and clauses (b) to (i) of sub-regulation (2) of Regulation or her work at the Company. This Code is displayed on
46 of Securities and Exchange Board of India (Listing the website of the Company under the head "Investor
Obligations and Disclosure Requirements) Regulations, Disclosures – Insider Trading Code" (www.indswiftlabs.
2015 (“Listing Regulations”), as applicable, with regard com).The Directors and senior employees have given
to Corporate Governance. affirmation for the compliance under this code
The Company is further in compliance with the The Company is in compliance with the requirements
provisions of Corporate Governance specified in of Securities and Exchange Board of India (Listing
Regulation 34 of Listing Regulations, as amended from Obligations and Disclosure Requirements) Regulations,
time to time. 2015 (‘Listing Regulations’) for Corporate Governance.

THE COMPOSITION BOARD OF DIRECTORS Qualification of Directors) Rules, 2014, the Company
The Board of Directors and the Committees constituted had time of 3 Months to fill vacancy of the Independent
by the Board provides leadership and guidance to the Women Director. Thus Company was in Compliance
Company's management and supervises the Company’s to the provisions as to the Composition of Board of
overall performance in its business and other related Directors as on 31/03/2019.
matters.
The Board of the Company was restructured on
The Company is in compliance with the Corporate 23/04/2019 wherein a total of 6 Directors stepped
Governance norms in terms of constitution of the Board down from the position of the Directors and the size
of Directors (the Board). The Board of the Company is of the Board was reduced from 12 to 6 Directors. Sh.
thorough professional and is composed of eminent S.R. Mehta, Chairman, Dr. G. Munjal, Director, Dr. V. R.
individuals from diverse fields. The members of the Mehta, Director, Dr. J. K. Kakkar, Independent Director,
Board consist of Promoter Director, Executive and Dr. Ashwani Vig-Independent Director and Sh. Jagvir
Independent Directors which is in conformity with the Singh Ahluwalia-Independent Director, stepped down
Listing Regulations and the Companies Act, 2013 (‘the from the Board of the Company. Sh. N.R. Munjal was
Act’).
appointed as the Chairman of the Company w.e.f
Before the Board of the Company was restructured 23.04.2019 & Ms. Neerja Chathley was appointed as
on 23.04.2019, the Company’s board of Directors the Independent Women Director w.e.f 10.05.2019. Now
Consisted of 12 directors with 6 Promoter Directors at present, the Board of the Company Consists of Sh.
and 6 Independent Directors, including Independent N.R.Munjal, Chairman and the Managing Director, Sh.
women Director. However as on 31.03.2019 the post of Himanshu Jain, Joint Managing Director, Sh. Rishav
Independent women director was vacant due to the Mehta, Executive Director, Sh. S.P. Sharma- Independent
resignation of Ms. Poonam Maini (w.e.f 11th February, Director, Sh. Prabhat Khurana- Independent Director
2019), but as per the provisions of Section 149(1) of the & Ms. Neerja Chathley-Independent Women Director.
act read with rule 3 of Companies (Appointment and The Chairman of the Company is a Executive Promoter
Director.
Board Skill Matrix
The matrix setting out the skills/expertise/competence of the Board of Directors is given below:-
Sr. Experience/ Expertise/ Attribute Comments

No.
1. Leadership Ability to envision the future and prescribe a strategic goal for the Company,
help the Company to identify possible road maps, inspire and motivate
the strategy, approach, processes and other such key deliverables and
mentor the leadership team to channelize its energy/efforts in appropriate
direction. Be a thought leader for the Company and be a role model in
good governance and ethical conduct of business, while encouraging
the organisation to maximise shareholder value. Should have had hands
on experience of leading an entity at the highest level of management
practices.
2. Industry knowledge and Should possess domain knowledge in businesses in which the Company
Experience participates viz. Pharmaceutical. Must have the ability to leverage the
developments in the areas of pharma and other areas as appropriate for
betterment of Company’s business.

Sr. Experience/ Expertise/ Attribute Comments
No.
3. Experience and Exposure Should possess ability to develop professional relationship with the Policy
in policy shaping and makers and Regulators for contributing to the shaping of Government
industryadvocacy policy shaping policies in the areas of Company business.
and industry advocacy
4. Governance including legal Commitment, belief and experience in setting corporate governance
Compliance practices to support the Company’s robust legal compliance systems and
governance policies/practices.
5. Expertise/Experience in Finance Ability to understand financial policies, accounting statements and

& Accounts / Audit / Risk disclosure practices and contribute to the financial/risk management
Management areas policies/practices of the Company across its business lines and geography
of operations.
6. Global Experience / International Ability to have access and understand business models of global
Exposure corporations, relate to the developments with respect to leading global
corporations and assist the Company to adapt to the local environment,
understand the geo political dynamics and its relations to the Company’s
strategies and business prospects and have a network of contacts in global
corporations and industry worldwide.
The above list of core skills/expertise/competencies seven listed companies, as prescribed in Regulation
identified by the Board of Directors as required in 25(1) of the Listing Regulations.
the context of its business(es) and sector(s) for it to
function effectively, are available with the Board. The Board has constituted the required Committees
for smooth operations and specific analysis of
Pursuant to Regulation 17(1A) of the Securities and the related matters. The Committees are Audit
Exchange Board of India (Listing Obligations and Committee, Nomination and Remuneration Committee,
Disclosure Requirements) Regulations, 2015 as Stakeholders Relationship Committee, Risk Assessment
amended vide SEBI (Listing Obligations and Disclosure
Committee, Corporate Social Responsibility Committee,
Requirements) (Amendment) Regulations, 2018, with
compensation committee and Sub-Committee of the
effect from 1st April, 2019, no listed Company shall
Board to analyse and monitor the related matters.
appoint a person or continue the directorship of any
person as a Non- Executive Director who has attained Membership of other Boards
the age of seventy five years unless a Special Resolution
Independent Directors are expected not to serve on the
is passed to that effect.
boards of competing companies. No Director shall hold
Dr. J. K Kakkar (DIN:00015493), (aged around 83 years) office as a Director in more than ten public companies.
had crossed the age limit prescribed under the SEBI No Director of the Company shall serve on more than
(Listing Obligations and Disclosure Requirements) ten committees or can act as Chairman of more than five
Regulations, Amendment, 2018. Therefore the Company committees across all Indian public limited companies
took the approval of the Members in their Annual in which he / she is a Director. For the purpose of this
General Meeting held on 28th September, 2018 by way of limitation, membership and chairmanship of the Audit
Special Resolution for continuation of his Directorship Committee and Stakeholders' Relationship Committee
on the Board of the Company as a Non Executive
are only considered. No Independent Director shall
Independent Director.
serve as Independent Director in more than Seven
The Independent Directors on the Board of the Company listed companies or three listed companies in case he/
serve as an Independent Director in not more than she is a Whole-time Director in any listed company.

Furthermore, every Director informs the Company times every calendar year and the maximum time gap
about the directorship / committee positions he / she between any two meetings is not more than 120 days.
occupies in other companies and notifies the changes During the year ended March 31st, 2019, the Board met
as and when they take place. eleven times during the Financial year 2018-19 on the
following dates:-
Criteria for Board Membership
The Board has adopted the Nomination and 02.05.2018 24.09.2018
Remuneration Policy to ensure that the Board 08.05.2018 29.09.2018
composition is balanced with the requisite skill to 30.05.2018 14.11.2018
provide insights and guidance on various matters 13.06.2018 16.01.2019
relating to the business of the Company. The said Policy
25.07.2018 11.02.2019
outlines the appointment criteria for the Directors
on the Board of the Company and the matters related 14.08.2018
to remuneration of the Directors. The said Policy is
A detailed agenda, setting out the business to be
available on the Company's website www.indswiftlabs.
transacted at the meeting(s), supported by detailed
com.
notes, where applicable, is sent to each Director before
Membership Term the date of the Board and Committee meetings.
As per Companies Act, 2013, as amended and the Articles Important decisions taken by the Board and its
of Association of the Company, at least two-third of the committees are promptly communicated to the
Board members shall be retiring Directors, excluding concerned leadership team for execution and status
Independent Directors. One-third of such Directors are reports on actions taken are reported at subsequent
required to retire every year and if eligible, the retiring meeting(s).The Managing Director is responsible for
directors can opt for re-appointment. Accordingly, implementing corporate strategy, planning, external
Sh. Himanshu Jain, Joint Managing Director and Sh. contacts and Board matters. The Departmental Heads
Rishav Mehta, Director shall be retiring Directors out are responsible for all day-to-day operations-related
of which Sh. Rishav Mehta, Joint Managing Director issues, profitability, productivity, recruitment and
shall be retiring by rotation in the forthcoming Annual employee retention for their divisions. The Board
General Meeting and seek re-appointment. The specifically considers internal financial control
required information regarding him is given with the systems, financial reporting, approval of quarterly/
notice of the Annual General Meeting. annual results, major accounting provisions and write-
offs/write backs etc. The minutes of the meetings of
Independent Directors shall hold office for up to two
the Audit and other Committees of the Board are also
terms of five years each.
being noted and considered by the Board of Directors.
Succession Policy
In addition to the information required under Regulation
The Nomination and Remuneration Committee works 17(7) read with Part A of Schedule II of the Listing
with the Board on succession plan as and when Regulations, the Board is also kept informed of major
required, to ensure orderly succession in appointments events and approvals are taken wherever necessary.
to the Board and in the senior management. The
Company strives to maintain an appropriate balance of The Company provides Audio/Video conference facility
skills, experience and continuity in the Board. to the Board Members, (if required) for participation by
the Directors in Board/Committee meetings in case
Board Procedure he/she is not able to attend the meeting due to prior
The Board looks at long-term strategic planning, commitments.
annual budget approvals and policy formulation. The
Board also has a strong operational oversight and Board of Directors
reviews business plans, key risks and opportunities The Details of Composition and category of Directors,
in the business context. The Board meets at least four their attendance at the Board Meetings and the last

Annual General Meeting (AGM) held during the Financial Year 2018-19 and the number of Directorships and
Committee Chairmanships/Memberships held by them in other Public Limited Companies as on 31st March, 2019
are as follows: -
Name of Director Category FY 2018-19 No. of Directorship(s)/Membership(s)/ Share-

Attendance**** Chairmanship(s) held in other companies Holding
BM Last AGM Membership in other No. of Committees***
28.09.18 Listed Entities** D’ship* Member Chairman
Mr. S.R. Non Executive 11 Yes Ind-Swift Limited 4 Nil Nil 2,33,600
Mehta### Promoter (Executive Director)
Director
Mr. N.R. Munjal Executive 6 Yes Ind-Swift Limited 3 Nil Nil 9,20,724
Promoter (Non- Executive
Director Director)
Mr.Himanshu Executive 10 Yes Ind-Swift Limited 4 1 Nil
Jain Promoter (Non- Executive 4,06,961
Director Director)
Mr. Rishav Mehta Executive 11 Yes Ind-Swift Limited 2 Nil Nil 4,54,545
Promoter (Non- Executive
Director Director)
Dr. G. Munjal### Non Executive 10 Yes Ind-Swift Limited 4 Nil Nil 60,900
Promoter (Executive Director)
Director
Dr. V.R. Mehta### Non Executive 11 Yes Ind-Swift Limited 3 1 Nil 52,900
Promoter (Executive Director)
Director
Dr. J.K. Independent 11 Yes Ind-Swift Limited 1 1 Nil 5,000
Kakkar### Director (Independent Director)
Mr. S.V. Singh# Nominee 2 No Nil Nil Nil Nil Nil
Director (SBI)
Dr. Ashwani Independent 10 Yes Nil Nil Nil Nil Nil
Kumar Vig### Director
Sh. Prabhat Independent 11 Yes Nil Nil Nil Nil Nil
Khurana Director
Mr. Sri Prakash Independent 11 No Ind-Swift Limited 1 3 Nil Nil
Sharma Director (Independent Director)
Mr. J.S Independent 8 Yes Ind-Swift Limited 1 Nil Nil Nil
Ahluwalia### Director (Independent Director)
Ms. Poonam Independent 7 No Nil 1 Nil Nil Nil
Maini## Women
Director
Ms Neerja Independent - N.A Nil Nil Nil Nil Nil
Chathley#### Women
Director
*Excludes Directorship in Ind Swift Laboratories Limited, alternate Directorships and Directorships in Private
Companies, Foreign Companies and Companies under Section 8 of the Companies Act, 2013.
**Represents directorships in listed Companies and category of directorship other than Ind Swift Laboratories Limited.
***Represents Chairmanships/Memberships of Audit and Stakeholders Relationship Committees in listed/
unlisted public limited companies (excluding Ind Swift Laboratories Limited)
**** includes the meeting attended through Audio/video mode.

Notes:-
a) Dr. Gopal Munjal & Sh. N R Munjal; Sh. S R Mehta, Dr. V R Mehta and Sh. Rishav Mehta are related to each others.
None of the other Director is related to any other Director.
b) None of the Directors hold the office of Director in more than the permissible number of companies under the
Companies Act, 2013 or Regulation 17A of SEBI (LODR), Regulations 2015.
c) # ceased to be Director w.e.f. 17.10.2018.
d) ## ceased to be Director w.e.f. 11.02.2019.
e) ### ceased to be Director w.e.f. 23.04.2019.
f) #### appointed as an Independent Women Director w.e.f. 10.05.2019.
Relationship between Directors Inter-se control and business performance. The Directors'
Report contains the disclosures regarding fulfillment
Mr. N R Munjal and Dr. Gopal Munjal, both Directors are
of the requisite independence criteria by Company's
related to each other as brothers. Mr. S R Mehta and
Independent Directors.
Dr. V R Mehta, both Directors are also related to each
other as brothers and both are also related to Mr. Rishav Terms and conditions of appointment of
Mehta as uncles. None of the other Directors are related
Independent Directors
to any other Director.
The Independent Directors of the Company have
Maximum Tenure of Independent Directors been appointed as per the provisions of the Act and
In accordance with Section 149(11) of the Companies Listing Regulations. At the time of appointing a new
Act, 2013, the current tenure of Independent Directors Independent Director, a formal letter of appointment
of the Company is for a term of 5 consecutive years is given to the Director, inter alia, explaining the role,
from their respective date of appointment. duties and responsibilities of the Director. The Director
is also explained in detail the compliances required
Formal Letter of appointment to Independent from him / her under the Act, SEBI Regulations and
Directors other relevant regulations and his / her affirmation is
In accordance with Regulation 25 of the SEBI (LODR) taken with respect to the same.
Regulations, 2015 the Company has issued formal
INFORMATION SUPPLIED TO THE BOARD
letters of appointment to all the Independent Directors.
The Board has complete access to all information with
The terms & conditions of their appointment have also the Company. All Board meetings are governed by a
been disclosed on the website of the Company www. structured agenda which is backed by comprehensive
indswiftlabs.com background information.
Board Independence The following information is regularly provided to the

Board, prior to the Board meetings.
Based on the confirmation/disclosures received from
the Directors and on evaluation of the relationships • Annual operating plans and budgets and any update
disclosed, Independent Directors are independent in thereof.
terms of Listing Regulations, 2015. • Capital budgets and any updates thereof.
• Annual and Quarterly financial results for the
Independent Directors Role
Company and its operating divisions and business
As trustees of shareholders, Independent Directors
segments.
play a pivotal role in upholding corporate governance
• Minutes of the meetings of the Audit Committee
norms and ensuring fairness in decision making. Being
and other Committees of the Board.
experts in various fields, they also bring independent
judgment on matters of strategy, risk management, • Information on recruitment and remuneration

of senior officers just below the level of Board, and seek their opinions and suggestions on the same.
including the appointment or removal of Chief In addition, the Directors are briefed on their specific
Financial Officer and Company Secretary. responsibilities and duties that may arise from time
• Materially important show cause, demand, to time. Any new Director who joins the Board is
prosecution notices and penalty notices. presented with a brief background of the Company, its
operations and is informed of the important policies
• Fatal or serious accidents, dangerous occurrences,
of the Company including the Code of Conduct for
any material effluent or pollution problems.
Directors and Senior Management Personnel, Code of
• Any material default in financial obligations to and Conduct for Prevention of Insider Trading, Policy on
by the Company, or substantial non-payment for Related Party Transactions, Policy on Material Events,
goods sold by the Company. Whistle Blower Policy, Risk Management Policy and
• Any issue, which involves possible public or product Policy on Prevention of Sexual Harassment policy.
liability claims of substantial nature, including
any judgement or order which may have passed The Statutory Auditors, Internal Auditors and Company
strictures on the conduct of the Company or taken Secretary of the Company makes presentations to the
an adverse view regarding another enterprise that Board of Directors with regard to regulatory changes
can have negative implications on the Company. from time to time while approving the financial results.
• Details of any joint venture or collaboration The details of familiarization programmes are
agreement. available on the website of the Company. The weblink
• Transactions that involve substantial payment of the same is https://www.indswiftlabs.com/
towards goodwill, brand equity or intellectual storage/2018/07/Familiarisation_Programme_for_
property and any other acquisition. Independent_Directors.pdf
• Significant labour problems and their proposed
SEPARATE MEETING OF INDEPENDENT
solutions. Any significant development on Human
DIRECTORS
Resources / Industrial Relations front, like signing
of wage agreement, implementation of voluntary A separate meeting of Independent Directors of the
retirement scheme, etc. Company, without the attendance of Non-Independent
Directors and members of management, was held on
• Sale of material nature, of investments, subsidiaries,
February 11th, 2019 as required under Schedule IV of the
assets, which is not in the normal course of business.
Act (Code for Independent Directors) and Regulation 25
• Quarterly details of foreign exchange exposures and (3) of the Listing Regulations.
steps taken by the management to limit the risks of
adverse exchange rate movement, if material. At the Meeting, the Independent Directors:
• Non-compliance of any regulatory, statutory or a) Reviewed the performance of Non-Independent
listing requirements and shareholders’ service, Directors and the Board as a whole;
such as nonpayment of dividend, delay in share b) Reviewed the performance of the Chairman of
transfer, etc. the Company, taking into account the views of
Executive and Non-Executive Directors; and
Familiarization Programme
c) Assessed the quality, quantity and timeliness of flow
Pursuant to the provisions of the Act and Regulation 25
of information between the Company management
(7) of the Listing Regulations, the Company has, during
and the Board that is necessary for the Board to
the year, conducted familiarization programme for its
effectively and reasonably perform their duties.
Independent Directors and other Directors.
All the Independent Directors attended the said
Senior management personnel of the Company make
Meeting.
presentations to the Board Members on a periodical
basis, briefing them on the operations of the Company, Confirmation from the Board
plans, strategy, risks involved, new initiatives, etc., The Board of Directors have taken on record that all the

Independent Directors fulfill the conditions specified by Audit Committee possess financial / accounting
SEBI (Listing Obligations and Disclosure Requirements) expertise / exposure.
Regulations, 2015 and they are Independent of the
Four meetings of audit committee were held
management.
during the period 1st April 2018 to 31st March
Ms. Poonam Maini, Dr. J K Kakkar, Dr. Ashwani Kumar 2019 on 30.05.2018, 14.08.2018, 14.11.2018, and
Vig and Sh. J S Ahluwalia, Independent Directors 11.02.2019. The necessary quorum was present
resigned from the Directorship of the Company before at all the meetings. The Chairman of the Audit
the expiry of their respective term of appointments. Committee Mr. Prabhat Khurana was present at
the last Annual General Meeting of the Company
Appointment /Re-appointment of Directors held on 28th September, 2018. The maximum
Sh. Rishav Mehta shall be retiring by rotation in the gap between any two Audit Committee Meetings
forthcoming Annual General Meeting and seek re- was less than 120 days.
appointment. As required under Regulation 36 (3) of
The constitution of audit committee and
the Listing Regulations, particulars of the Directors
attendance of each member is as under:-
seeking appointment / re-appointment are given in the
Explanatory Statement to the Notice of the AGM. Name Designation Category No of
Meetings
COMMITTEES OF THE BOARD Attended
The Board Committees appointed by the Board focus Mr. Prabhat Chairman Non-Executive, 4
on specific areas and make informed decisions within Khurana Independent
the authority delegated. Each Committee of the Board Mr. N R Member Executive, 3
is guided by its Charter, which defines the composition, Munjal Promoter
scope and powers of the committee. The Committees Sh. S P Member Non-Executive, 4
also make specific recommendations to the Board on Sharma Independent
various matters from time-to time. The Company has Dr. J K Member Non-Executive, 4
following Statutory and Non Statutory Committees: Kakkar* Independent
Mr. S V Member Non-Executive, 2
A. AUDIT COMMITTEE
Singh** Independent
The terms of reference of Audit Committee have
been adopted in line with the provisions of *ceased to be member of Committee w.e.f 23.04.2019.
Companies Act, 2013 and Regulation 18 of the SEBI **ceased to be member of Committee w.e.f 01.10.2018.
(LODR) Regulations, 2015. The details regarding
Sh. Pardeep Verma AVP-Corporate affairs &
constitution, terms of reference and meetings held/
Company Secretary acts as Secretary of the
attendance is as under: -
Audit Committee in conformity to Section 177.
I. Constitution and attendance of the Committee
The Audit Committee meetings are also
The Audit Committee of the Company is attended by the Jt. Managing Director, Chief
constituted in line with the provisions of Financial Officer and the Statutory Auditors of
Section 177 of the Companies Act, 2013, read the Company. The Internal Auditors and Cost
with Regulation 18 of the Securities and Auditors of the Company are also invited to the
Exchange Board of India (Listing Obligations meetings, as and when required. The Committee
and Disclosure Requirements) Regulations, 2015. also invites such of the executives, as it considers
The Audit committee of the Company presently appropriate to seek any clarification.
consists of three Directors and majority consists
of independent and non-executive Directors. During the year, the Committee reviewed the key
The chairman of Audit Committee is Mr. Prabhat audit findings covering operational, financial,
Khurana who has experience of financial compliances, internal financial controls and
matters and its management. Members of the reporting system. The Chairman of the Audit

Committee briefs the Board about the significant f) Disclosure of any related party
discussions at the Audit Committee meetings. transactions; and
g) Modified opinion(s) in the draft audit
The minutes of the Audit Committee Meeting
report.
forms part of Board papers circulated for Board
meetings. In addition, the Chairman of the Audit v. Reviewing, with the management, the
Committee briefs the Board members about quarterly financial statements before
the significant discussions at Audit Committee submission to the board for approval.
meeting. vi. Reviewing, with the management, the
statement of uses / application of funds
II. Terms of Reference/ Role of Audit Committee: -
raised through an issue (public issue,
The terms of reference/ role of the Audit
rights issue, preferential issue, etc.), the
Committee inter alia, includes the following:
statement of funds utilized for purposes
i. Oversight of the Company’s financial other than those stated in the offer
reporting process and the disclosure of its document / prospectus / notice and the
financial information to ensure that the
report submitted by the monitoring agency
financial statement is correct, sufficient
monitoring the utilization of proceeds
and credible.
of a public or rights issue, and making
ii. Recommendation to the Board for appropriate recommendations to the Board
appointment, reappointment, remuneration
to take up steps in this matter.
and terms of appointment and, if required,
the replacement or removal of statutory vii. Review and monitoring the auditor’s
auditors of the company. independence and performance, and
effectiveness of audit process.
iii. Approval of payment to statutory auditors
for any other services rendered by the viii. Approval of transactions with related parties
statutory auditors. or any subsequent modification thereof and
iv. Reviewing, with the management, the recommend such transactions, if required,
annual financial statements and auditor’s to the Board for its approval.
report thereon before submission to the ix. Scrutiny of inter-corporate loans and
board for approval, with particular reference investments.
to:
x. Valuation of undertakings or assets of the
a) Matters required to be included in the company, wherever it is necessary.
Director’s Responsibility Statement to be
xi. Evaluation of internal financial controls
included in the Board’s report in terms
and risk management systems.
of clause I of sub-section 3 of section 134
of the Companies Act, 2013; xii. Reviewing, with the management,
b) Changes, if any, in accounting policies performance of statutory, cost and internal
and practices and reasons for the same; auditors, adequacy of the internal control
systems.
c) Major accounting entries involving
estimates based on the exercise of xiii. Reviewing the adequacy of internal audit
judgment by management; function, if any, including the structure
d) Significant adjustments made in the of the internal audit department, staffing
financial statements arising out of audit and seniority of the official heading the
findings; department, reporting structure coverage
and frequency of internal audit.
e) Compliance with listing and other
legal requirements relating to financial xiv. Discussion with internal auditors of any
statements; significant findings and follow up thereon.

xv. Reviewing the findings of any internal xxii. Investigate any matter referred to it by the
investigations by the internal auditors into Board or within its terms of reference.
matters where there is suspected fraud or xxiii. To review the financial statements, in
irregularity or a failure of internal control particular, the investments made by the
systems of a material nature and reporting unlisted subsidiary companies of the
the matter to the board. Company.
xvi. Discussion with statutory auditors before 2. In addition to the above, the Committee shall
the audit commences, about the nature have such functions / role / powers, if any, as may
and scope of audit as well as post-audit be specified in the Companies Act, SEBI (LODR)
discussion to ascertain any area of concern. Regulations or any other applicable law.
xvii. To look into the reasons for substantial 3. The Committee shall have full access to information
defaults in the payment to the depositors, contained in the records of the Company and
debenture holders, shareholders (in case can seek information from any employee of the
of non-payment of declared dividends) and Company. The Committee may access external
creditors. professional and legal advice, if so required in
discharge of its functions.
xviii. To review the functioning of the Whistle
Blower mechanism. 4. The Audit Committee may make recommendations
to the Board on any matter within its purview, by
xix. Recommend to the Board for approval of
passing appropriate resolutions in its meetings.”
appointment of CFO (i.e., the whole-time
Finance Director or any other person B. NOMINATION AND REMUNERATION COMMITTEE
heading the finance function or discharging
In compliance to the requirements of the Companies
that function) after assessing the
Act, 2013 and Regulation 19 of the SEBI (LODR)
qualifications, experience and background,
Regulations, 2015, the Board of the Company
etc. of the candidate. has constituted “Nomination and Remuneration
xx. Recommending to the Board the terms Committee”. Mr. Prabhat Khurana, Chairman of
of appointment, reappointment and if the Nomination and Remuneration Committee
required, the replacement or removal of cost was present at the last Annual General Meeting
auditors and internal auditors & fixation of of the Company held on 28th September, 2018. The
their audit fees & fees for other services. Committee met three times during the Financial Year
xxi. To review the following information: 2018-19 i.e. on 14.08.2018, 16.01.2019 and 11.02.2019.
a) Management discussion and analysis I. Constitution and Attendance of the Committee

of financial condition and results of
operations; Name Designation Category No. of
Meetings
b) Statement of significant related party Attended
transactions (as defined by the Audit Mr. Prabhat Chairman Non-Executive, 3
Committee), submitted by management; Khurana Independent
c) Management letters / letters of internal Mr. S.P Member Non-Executive, 3
control weaknesses issued by the Sharma Independent
statutory auditors; Mr. S.V. Member Non-Executive, 0
d) Internal audit reports relating to internal Singh* Independent
control weaknesses; and Dr. J.K. Member Non-Executive, 3
Kakkar** Independent
e) The appointment, removal and terms
of remuneration of the internal auditor Mrs. Neerja Member Non-Executive, -
Chathley*** Independent
shall be subject to review by the Audit
Committee. *ceased to be member of Committee w.e.f 17.10.2018.
**ceased to be member of Committee w.e.f 23.04.2019.
f) Statement of deviations, if any.
***appointed in the Committee w.e.f 10.05.2019.

Sh. Pardeep Verma Compliance Officer of the time to time, after deliberations, prescribe or
Company acts as the Secretary of the Committee. as may be required to be undertaken in terms
of any statutory or regulatory provisions
The minutes of the meetings of the Nomination and
including Companies Act, 2013 and rules
Remuneration Committee are circulated to all the
made thereunder and Listing Agreement
members of the Board.
with stock exchanges.
The Nomination and Remuneration Policy devised 9. To make recommendations to the Board on
in accordance with Section 178(3) and (4) of the any matter within its purview, by passing
Companies Act, 2013, has been published on the appropriate resolutions.
Company website at www. www.indswiftlabs.com.
Performance Evaluation and Criteria for
II. Terms of Reference Evaluation
The terms of reference of this Committee is as Pursuant to applicable provisions of the Companies
under: Act, 2013 and SEBI (Listing Obligations and Disclosure
1. Formulation of the criteria for determining Requirements) Regulations, 2015, the Board, in
qualifications, positive attributes and consultation with its Nomination & Remuneration
independence of a director and recommend Committee, has formulated a framework containing,
to the Board a policy, relating to the inter alia, the criteria for performance evaluation of the
remuneration of the directors, key managerial Independent Directors, Board of Directors, Committees
personnel and other employees; of Board, Individual Directors, including the Managing
2. Formulation of criteria for evaluation of Director and Non Executive Directors and Chairperson
Independent Directors and the Board; of the Board.
3. Devising a policy on Board diversity; Evaluation of all Board members is performed on
4. Identifying persons who are qualified to an annual basis. The evaluation is performed by the
become directors and who may be appointed Board, Nomination and Remuneration Committee
in senior management in accordance with and Independent Directors with specific focus on the
the criteria laid down, and recommend to the performance and effective functioning of the Board and
Board their appointment and removal. The Individual Directors.
company shall disclose the remuneration
policy and the evaluation criteria in its The Nomination and Remuneration Committee has
Annual Report. laid down a structured questionnaire which is prepared
separately for the Board, committees, Chairman and
5. Whether to extend or continue the term of
individual Directors, including Managing Director and
appointment of the independent director,
Independent Directors. The Chairman's performance
on the basis of the report of performance
evaluation is carried out by Independent Directors at a
evaluation of independent directors.
separate meeting. Chairman is evaluated on key aspects
6. Recommend to the Board, all remuneration, of his role, including setting the strategic agenda of the
in whatever from payable to Senior Board, encouraging active engagement by all the Board
Management. members and motivating and providing guidance to the
7. The Chairman of the nomination and Managing Director. The questionnaire and evaluation
remuneration committee could be present process is reviewed in the context of amendments to
at the Annual General Meeting, to answer the Securities and Exchange Board of India (Listing
the shareholders' queries. However, it would Obligations and Disclosure Requirements) Regulations,
be up to the Chairman to decide who should 2015.
answer the queries.
The questionnaire for Board evaluation is prepared
8. To undertake related activities, functions and
taking into consideration various aspects of the Board's
duties as the Board of Directors may from
functioning such as Board members' understanding of

their roles and responsibilities; attendance in the Board management based on expertise, experience and
meetings and the reporting process; time devoted by integrity of the person. It also weighs the independent
the Board to the Company's long-term strategic issues; nature, personal and professional standing for the
quality and transparency of Board discussions; quality, diversity in the Board composition.
quantity and timeliness of the information flow between
Remuneration to the Managing Director/
Board members and management; Board's effectiveness
Whole Time Director
in disseminating information to shareholders and in
representing shareholder interests; Board information The Board / Nomination and Remuneration Committee
on industry trends and regulatory developments; and is authorized to decide the remuneration of the
discharge of fiduciary duties by the Board. During the Managing Director and Whole Time Directors, subject to
evaluation of the Individual Directors, the Director the approval of the members and Central Government,
being evaluated does not participate. if required. The remuneration structure comprises of
salary, commission, perquisites and allowances as per
Performance of the committees is evaluated on the applicable law/ rules.
basis of their effectiveness in carrying out their
Annual increments are decided by the Board on
respective mandates.
recommendation by the Nomination and Remuneration
REMUNERATION OF DIRECTORS Committee on the basis of the Company's size, their
The Board on the recommendation of the Nomination knowledge and expertise, economic & financial position
and Remuneration Committee has framed and adopted of the Company, industrial trend and compensation paid
the policy for selection and appointment of Directors, by the peer Companies, etc. The Remuneration paid to
senior management and their remuneration. The policy the Executive Directors in respect of the financial year
lays down criteria for selection of Directors and senior 2018-19 is given below:
(` in Lakhs)
Director Designation Remuneration for the year ended

31st March, 2019
Salary* Perquisites Total
Mr. N.R. Munjal Chairman cum Managing Director 180.00 Nil 180.00
Mr. Himanshu Jain Jt. Managing Director 180.00 Nil 180.00
Mr. Rishav Mehta Executive Director 48.00 Nil 48.00
Note: The Remuneration to these Directors has been increased w.e.f 1st April, 2018, the impact of the same has not
been captured as the directors have not claimed the increased remuneration before 31.03.2019.
The Contribution to Gratuity Fund has not been shown in the above table in respect of Managing Directors & Whole
Time Directors.
*The Salary consists of the fixed component. There is no variable component or Performance linked incentives.
No options under the ESOP were granted to the till 22.03.2021.The said approval has been granted
Executive Directors during the year. in compliance to the Companies Act, amendment
During the year the shareholders in their Extra Ordinary notification No.S.O.4823(E) dated 12.09.2018.
General Meeting held on 11/02/2019 have approved the The terms of appointment of whole time directors
following :- are governed by resolution of Board of directors/
1) The waiver of the excess remuneration paid to Sh. Shareholders and applicable rules of the company.
N.R Munjal, Mr. Himanshu Jain & Mr. Rishav Mehta None of the directors are entitled to severance fees.
for the period from 23-03-2015 till 22-03-2018 and Remuneration to Non-Executive Directors
2) Payment of Remuneration to Sh. N.R Munjal, Mr. Remuneration to Non-Executive Directors comprises
Himanshu Jain & Mr. Rishav Mehta w.e.f 23.03.2018 sitting fees only. The sitting fee is paid to the non-

Executive Directors as per the provisions of the Companies Act, 2013 and the rules there under.
Sitting fee paid to Directors during the year 2018-19 is as follows:
Sr. Director Designation Sitting Fees Other Expenses Total

No.
1. Dr. J.K. Kakkar* Independent Director 97,500 - 97,500
2. Sh. J.S Ahluwalia* Independent Director 42,500 - 42,500
3. Dr. A.K. Vig* Independent Director 67,500 - 67,500
4. Sh. S.V. Singh** Nominee Director 20,000 - 20,000
5. Sh. Prabhat Khurana Independent Director 82,500 - 82,500
6. Mr. S R Mehta* Non-executive Chairman 55,000 - 55,000
7. Dr. Gopal Munjal* Non-executive Director 50,000 - 50,000
8. Dr. V R Mehta* Non-executive Director 55,000 - 55,000
9. Sh. S P Sharma Independent Director 77,500 - 77,500
10. Ms. Poonam Maini*** Independent Director 50,000 - 50,000
11. Ms. Neerja Chathley**** Independent Director - - -
* Sh. S.R. Mehta, Dr. Gopal Munjal, Dr. V R Mehta, Dr. J K Kakkar, Dr. Ashwani Kumar Vig and Sh J S Ahluwalia
ceased to be Director w.e.f. 23.04.2019.
** Sh. S V Singh ceased to be Director w.e.f. 17.10.2018.
*** Ms. Poonam Maini ceased to be Director w.e.f. 11.02.2019.
**** Ms. Neerja Chathley appointed as Director w.e.f 10.05.2019.
The Company has not granted any stock options to the Directors.
C. STAKEHOLDERS’ RELATIONSHIP COMMITTEE secretary/ Compliance Officer to the committee .The

The Stakeholders’ Relationship Committee has Company Secretary is authorized to authenticate the
transfers/transmissions/issue of duplicate share
been constituted to specifically look into transfer/
certificates etc. All requests for dematerialization of
transmission/demat/remat of shares, issue of
shares are processed and confirmed by M/s Alankit
duplicate/split/consolidation of share certificates,
Assignments Ltd, Registrars and Share Transfer
notices and to attend shareholder’s complaints.
Agent of the Company. Committee met once during
This Committee meets as may be required. The
the year.
Company Secretary of the Company Acts as
I. The Constitution and the attendance of the Committee:-
Name Designation Category Attendance

Mr. Prabhat Khurana* Chairman Non-Executive, Independent -
Mr. N.R. Munjal Member Executive, Promoter 1
Mr. S.P. Sharma* Member Non-Executive, Independent -
Dr. J.K. Kakkar** Chairman Non-Executive, Independent 1
Mr. S.R. Mehta** Member Non-Executive, Promoter 1
*appointed in the Committee w.e.f 23.04.2019
**ceased to be member of the Committee w.e.f. 23.04.2019
Sh. Pradeep Verma, Compliance Officer of the Company, acts as the Secretary of the Committee.

During the year, 2018-2019, other than various officials of the Company or any other person
complaints received by the Company from its in this matter
fixed Deposit Holders, only 1(one) complaint
5) In addition to the above, the Committee shall
was received from the Shareholder of the
have such functions / role / powers, if any, as
Company. The complaint has been resolved
may be specified in the Companies Act, 2013,
to the satisfaction of the complainant and no
Listing Agreement with stock exchanges or
complaint was pending.
any other applicable law / regulations from
II. Terms of Reference time to time or as may be assigned by the
The Stakeholders Relationship Committee Board of Directors.
reviews and ensures the existence of a proper 6) The Committee shall have full access to
system for timely resolution of grievances of information contained in the records of the
the security holders of the Company including Company and its R&T Agent.
complaints related to transfer of shares, non- The company has also received number
receipt of balance sheet and non receipt of of complaints from fixed deposits holders
declared dividends. The following terms of regarding repayment of deposits. The
reference of the Committee have been aligned to Hon’ble Company Law Board vide its order
the Companies Act, 2013: -- No. CP27/01/2013 dated 30th September, 2013
1) To review, consider & resolve complaints has granted extension of time in repayment
received from shareholders security holders of deposits. Now, the Company is making
and other investors (“stakeholders”). repayment of interest and Principal amount
as due to the fixed deposit holders in terms of
2) To review, consider & resolve complaints and
the aforesaid order of Hon’ble CLB.
other letters received from SEBI, Department
of Company Affairs, Stock Exchanges and The complaints are generally replied within
similar bodies, pertaining to stakeholders. 15 days from the date of lodgment with the
company.
3) To consider, approve or delegate its powers to
the officials of the Company or R&T Agent or D. RISK MANAGEMENT COMMITTEE
any other person relating to the following:- Regulation 21 of the Listing Regulations mandates
a) Transfer and transmission of the top 500 listed companies based on the market
securities of the Company capitalization to constitute a Risk Assessment
b) Consolidation, splitting, renewal & Committee. Although non-mandatory, Company has
replacement certificates pertaining to constituted a Risk Assessment Committee of the
securities issued by the Company. Board.
Provided that the new certificate shall be Evaluation of business risk and managing the
issued only against the surrender of old risk has always been an ongoing process in the
certificate, which shall be cancelled. Company. The Risk Assessment Committee assists
c) Dematerialization & Rematerialisation of the Board in fulfilling its corporate governance
securities issued by the Company. duties by overseeing the responsibilities with regard
to the identification, evaluation and mitigation of
4) To consider & issue certificates for shares, operational, strategic and environmental risks.
debentures and other securities issued
by the Company and to consider & issue Composition of the Committee
duplicate certificates in lieu of lost, mutilated The Board of the Company has constituted a Risk
or destroyed certificates and to authorize Assessment Committee, comprising of 3 Directors.

The composition of the Risk Management Committee is as follows:-
Name Designation Executive/Non-Executive/ Independent
Mr. Prabhat Khurana* Chairman/Member Independent/Non-Executive Director
Mr. N.R Munjal Member Executive Director
Mr. S P Sharma* Member Independent/Non-Executive Director
Dr. J.K. Kakkar** Chairman Independent/Non-Executive Director
Dr. Ashwani Kumar Vig** Member Independent/Non-Executive Director
No meeting of the committee was held during the year.

* appointed as member w.e.f. 23.04.2019
**Ceased to be the member w.e.f 23.04.2019
E. COMPENSATION COMMITTEE
The Compensation Committee was constituted in the year 2004 to administer and superintend the implementation
of Employee Stock Option Scheme.
The detail regarding constitution, terms of reference and meetings held/ attendance is as under:
I. Constitution of the Committee

The Compensation Committee presently comprises three members as per details in the following table: -
Name Designation Category
Mr. Prabhat Khurana*** Chairman Non-Executive, Independent
Mr. N R Munjal Member Executive Director
Mr. S P Sharma*** Member Non-Executive, Independent
Dr. J.K. Kakkar** Chairman Non-Executive, Independent
Mr. S.V. Singh* Member Nominee Director (SBI)
*Ceased to be the member w.e.f 01.10.2018

**ceased w.e.f. 23.04.2019
***appointed w.e.f. 23.04.2019
II. Terms of Reference • Formulation of the detailed terms and

The Compensation Committee formulates the conditions of the ESOS.
detailed terms and conditions of the Employee F. SUB-COMMITTEE OF BOARD
Stock Option Scheme /Plan including the The Sub Committee of Board was constituted in
following: the year 2009 to consider and approve the matters
• Administration and superintendence of related To Banks/ FIs/ Term Loans/ Corporate Debt
Employees' Stock Option Scheme (ESOS). Restructuring and matter of general routine nature.

The constitution of the Sub-Committee of Board and the attendance of each member of the committee is given
below.
Name Designation Executive/ No. of Committee No. of Committee

Non-Executive/ Meeting held Meeting
Independent during their Tenure attended
Mr. N.R Munjal Chairman/ Member Executive Director 7 6
Mr. Himanshu Jain Member Executive Director 7 6
Mr. Prabhat Khurana* Member Independent/Non- - -
Executive Director
Mr. S P Sharma* Member Independent/Non- - -
Executive Director
Dr. J.K. Kakkar** Member Independent/Non- 7 6
Executive Director
Dr. Ashwani Vig** Member 7 7
*appointed as member w.e.f. 23.04.2019
**ceased to be the member w.e.f 23.04.2019
G. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

In compliance to the provisions of Section 135 of the Companies Act, 2013, with respect to Corporate Social
Responsibility, the Company has constituted a Corporate Social Responsibility Committee to monitor and
review the CSR Policy of the Company from time to time and other function, as defined by the Board or as may be
stipulated under any law, rule or regulation including listing regulations and Companies Act, 2013 or under any
applicable law, as may be prescribed from time to time. The composition of the Committee is as follows:
Name Designation Executive/Non-Executive/ Independent
Mr. N.R Munjal Chairman Executive Director
Mr. Prabhat Khurana Member Independent/Non-Executive Director
Mr. S P Sharma Member Independent/Non-Executive Director
The committee met once during the year.
NEAPS (NSE Electronic Application Processing System), BSE Corporate Compliance & Listing Centre:
NSE and BSE have developed web based applications for Corporates. Periodical compliances like Financial
Results, Shareholding Pattern and Corporate Governance Report, etc are also filed electronically on NEAPS/BSE
Listing centre.
SCORES (SEBI Complaints Redressal System): SEBI processes investor complaints in a centralized web based
complaints redressal system i.e. SCORES. Through this system a shareholder can lodge its’ complaint against a
company for his/her grievance. The Company uploads the action taken on the complaint which can be viewed by
the shareholder. The Company and shareholder can seek and provide clarifications online through SEBI.
Exclusive email ID for investors: The Company has designated the email id [email protected] exclusively
for investor servicing, and the same is prominently displayed on the Company`s website: www.indswiftlabs.com.

GENERAL BODY MEETINGS FOR LAST THREE YEARS
The Location and the time of the Annual General Meetings held during the last three years are as under: -
Date Financial Category Venue Time Special Resolutions

Year
11th February, 2018-19 EGM PHD Chamber 09:30 A.M. Six Special Resolution w.r.t. to waiver of excess
2019 of Commerce remuneration paid to executive directors i.e.
& Industry, Mr. N.R. Munjal, Mr. Himanshu Jain and Mr.
Sector-31-A Rishav Mehta for the period 23rd March, 2015
to 22nd March, 2018 and approval of payment
of remuneration to executive directors for the
period 23rd March, 2018 to up to 22nd March,
2021
28th 2018-19 23rd AGM PHD Chamber 10:30 AM Five Special Resolutions w.r.t re-appointment
September, of Commerce of independent directors Dr. J K Kakkar,
2018 & Industry, ratification of beneficial owner details
Sector-31-A of Allottees of Optionally Convertible
Debentures(OCDs) and approval of payment
of Remuneration to Executive Directors i.e Mr.
N.R. Munjal, Mr. Himanshu Jain and Mr. Rishav
Mehta for period of five years up to 22nd March,
2023
9th June, 2018-19 EGM PHD Chamber 10.30 AM -Issuance of equity shares on preferential basis
2018 of Commerce for restructuring of existing loan.
& Industry,
Sector-31-A -Issuance of optionally convertible debentures
on preferential basis.
28th March, 2017-18 EGM PHD Chamber 10.30 AM To Consider and approve the issue of Debt
2018 of Commerce Securities of upto D1,500 crores
& Industry,
Sector-31-A
26th 2017-18 22nd AGM PHD Chamber 10.30 A.M Approval of higher limits for making/granting
September of commerce Loans/Investments or Guarantees.
2017 & Industry,
Sector-31 A,
Chandigarh
30th 2016-17 21st AGM PHD Chamber 10.30 A.M. Re-appointment of Mr. Prabhat Khurana as
September, of commerce Independent Director
2016 & Industry,
Sector-31 A,
Chandigarh
EGM- Extra Ordinary General Meeting ballot paper was provided at the venue of the Annual
AGM – Annual General Meeting General Meeting. All the resolutions were passed with
overwhelming majority. The Company had not passed
In respect of the businesses to be transacted at the
any resolution through postal Ballot.
Annual and Extra-Ordinary General Meetings, e-voting
facility was extended to the members of the Company. All the resolutions, including special resolutions
In respect of shareholders who could not cast their set out in the respective notices were passed by the
votes through e-voting, polling facility through shareholders.

Postal Ballot results to the Stock Exchanges immediately

after these are approved and taken on record by
No postal Ballots were used for voting at the meeting
the Board. These financial results are normally
held during the year under review.
published in the Financial Express (English) and
No special resolution is proposed to be passed through Jansatta (Hindi).
Postal Ballot at the forthcoming Annual General c) The quarterly results, Shareholding Pattern,
Meeting. quarterly/half yearly/annual compliances and all
other material events or information as detailed in
MEANS OF COMMUNICATION Regulation 30 of the Listing Regulations are filed
a) All price-sensitive information and matters that electronically with National Stock Exchange of India
are material to shareholders are disclosed to the Limited (NSE) through NSE Electronic Application
respective Stock Exchanges, where the securities Processing System (NEAPS) and with BSE Limited
of the Company are listed. All submissions to through BSE Online portal. These communications
the Exchanges are made through the respective are also posted on the Company's website www.
electronic filing systems. indswiftlabs.com.
b) The Company intimates un-audited quarterly, half-

yearly and audited quarterly and annual financial
GENERAL SHAREHOLDER INFORMATION
AGM: Date, Time and Venue 30th September, 2019 at 10:30 AM at PHD Chamber of Commerce and
Industry, PHD House, Sector 31A, Chandigarh 160031
Financial year of the Company April, 2019 to March, 2020
Quarterly Results Calendar (i) First Quarter Results- By 10th August, 2019
(ii) Half-yearly Results- By 14th November, 2019
(iii) Third Quarter Results- By 14th February, 2020
(iv) Results for the year ending 31st March, 2020- By 30th May, 2020
Date of Book Closure 26th September, 2019 to 30th September, 2019 (both days inclusive).
Dividend Payment The Board has not proposed any dividend for the Year ended 31st March,
2019.
Listing on Stock Exchanges The Company’s shares are listed at The Stock Exchange, Mumbai (BSE) and
The National Stock Exchange of India Limited (NSE). The Annual Listing
Fee of both the exchanges has been paid up to date.
Stock Code 532305 on BSE

INDSWFTLAB on National Stock Exchange (NSE)
Demat ISIN No. for NSDL and CDSL INE915B01019

Monthly Share Price Movement during 2018-19 at BSE & NSE
Month BSE NSE
High (D) Low (D) Volume High (D) Low (D) Volume
April-18 68.00 56.50 66,143 69.00 57.00 3,08,036
May-18 82.00 61.20 3,23,345 81.05 58.50 12,15,817
June-18 110.75 66.50 16,44,881 109.95 65.60 25,76,925
July-18 93.90 78.00 2,82,156 93.85 75.60 12,09,613
August-18 97.60 81.00 4,19,308 98.00 80.60 12,52,594
September-18 88.00 57.20 1,25,655 88.40 56.60 7,25,371
October-18 61.60 53.70 48,757 62.00 53.00 3,13,769
November-18 64.25 52.00 86,157 64.25 52.30 2,61,406
December-18 56.85 47.00 1,88,928 57.45 47.30 2,17,496
January-19 52.05 42.00 1,25,450 52.10 42.15 2,84,264
February-19 53.00 40.75 1,58,632 52.70 40.50 8,07,265
March-19 51.90 39.10 1,51,512 47.95 39.00 5,64,863
(Source: www.bseindia.com) (Source: www.nseindia.com)
STOCK PRICE MOVEMENT IN COMPARISON WITH BSE SENSEX

Share Price (Close) BSE Sensex
100 30,000
29,000
80
Share Price (I)
28,000
60
Sensex
27,000
40 26,000
25,000
20
24,000
0 23,000
Apr-18 May-18 Jun-18 Jul-18 Aug-18 Sep-18 Oct-18 Nov-18 Dec-18 Jan-19 Feb-19 Mar-19
STOCK PRICE MOVEMENT IN COMPARISON WITH NSE NIFTY

Share Price (Close) Nifty 500
100 9,000
90 8,000
80 7,000
Share Price (I)
70
6,000
Nifty 500
60
5,000
50
4,000
40
30 3,000
20 2,000
10 1,000
0 0
Apr-18 May-18 Jun-18 Jul-18 Aug-18 Sep-18 Oct-18 Nov-18 Dec-18 Jan-19 Feb-19 Mar-19

Registrar and Transfer Agent Certificate from the Practicing Company Secretary
has been submitted to the Stock Exchanges within
Transfer Agent for physical transfer and Demat of
the stipulated time on half yearly basis confirming
Shares:
due compliance of share transfer formalities by the
M/s Alankit Assignments Ltd. Company.
205-208 Anarkali Market
b) Company Secretary in practice carries out a
Jhandewalan Extension,
quarterly Reconciliation of Share Capital Audit, to
New Delhi-110 055
reconcile the total admitted capital with National
Tel:- +91-11-42541965, 42541953
Securities Depository Limited (NSDL) and Central
Fax:- +91-11-41540064
Depository Services (India) Limited (CDSL) and the
total issued and listed capital. The audit confirms
that the total issued/paid-up capital is in agreement
Share Transfer System with the aggregate of the total number of shares in
physical form and the total number of shares in
• The Share Transfer/shareholders Grievance
dematerialized form (held with NSDL and CDSL).
Committee approves the transfer and transmission
of shares, issue of duplicate share certificates and c) Mr. Vishal Arora, Practicing Company Secretaries,
related matters. The transfers received are processed has conducted a Secretarial Audit of the Company
within 15 days of the receipt of the same subject to for FY 2018-19. Their Audit Report confirms that
the transfer document being complete and valid the Company has complied with the applicable
in all respects. The Committee also monitors the provisions of the Act and the Rules made there
redressal of Investor’s grievances. As on 31st March, under, its Memorandum and Articles of Association,
2019, there were no shares pending for transfer. Listing Regulations and the applicable SEBI
Regulations. The Secretarial Audit Report forms
• The practicing Company Secretary appointed by
part of the Board's Report.
the Board is conducting Share Capital Audit of the
Company on quarterly basis and report is being filed Distribution of Equity Shareholding as on
with the stock exchanges. March 31, 2019.
• M/s Alankit Assignments Ltd., Registrar and
Category No. of Shares %age of
Transfer Agent appointed by the Company
Held Shareholding
have adequate infrastructure to carry out the
share transfer, transmission and other related Promoters & PAIC 2,48,14,017 52.16
assignments. Banks, FI's, Mutual 17,71,949 3.72
• The Company has during the year under review Funds and UTI
received 01 complaint from shareholders and all the FII's & NRI's 4,78,901 1.01
complaints have been duly settled. There was no
Private Corporate 48,79,383 10.26
unsettled complaint as on 31st March, 2019.
Bodies
Secretarial Audit Indian Public 1,56,24,940 32.85
a) As per Regulation 40(9) of the Listing Regulations, a Total 4,75,69,190 100.00

Shareholding Pattern as on March 31, 2019
Promoters & PAIC Banks, FI's,

52.16% Mutual Funds
3.72%
FII's/NRI's
1.01%
Private Corporate Bodies

10.26%
Indian Public
32.85%
Distribution Schedule as on 31st March 2019

No. of shares held No. of Share Holders % age of Total No. of Shares % age of Total Equity
Holders
1 to 100 7,039 48.022 4,26,016 0.896
101 to 500 4,997 34.091 14,21,409 2.988
501 to 1,000 1,240 8.460 10,35,509 2.177
1,001 to 5,000 975 6.652 22,46,775 4.723
5,001 to 10,000 159 1.085 11,83,471 2.488
10,001 to 20,000 103 0.703 14,83,062 3.118
20,001 to 30,000 36 0.246 9,07,700 1.908
30,001 to 40,000 19 0.130 6,65,713 1.399
40,001 to 50,000 13 0.089 5,66,076 1.190
50,001 to 1,00,000 31 0.211 22,96,751 4.828
1,00,001 to 5,00,000 32 0.218 71,50,541 15.032
5,00,001 to above 14 0.096 2,81,86,167 59.253
TOTAL 14,658 100.00 4,75,69,190 100.00
Dematerialization of Shares
The shares of the company are available for trading in the Depository system of both the National Securities
Depository Limited and the Central Depository Services (India) Limited.
Mode of Shares Number of Shares %

Physical 2,26,104 0.47
CDSL 1,10,05,590 22.86
NSDL 3,63,37,496 76.67
Others Nil Nil
Total 4,75,69,190 100.00

NSDL 76.67% Physical 0.47%
CDSL 22.86%
Outstanding GDRs/ADRs/Warrants or any Reconciliation of Share Capital Audit

convertible instruments. Pursuant to the provisions of SEBI (Depositories &
The Company issued 25,00,000 Global Depository Participant) Regulations, 2018, quarterly audit is being
Receipts (GDRs) to FIIs on 12th August, 2005 after undertaken by a Practicing Company Secretary for
getting the previous approval from the shareholders reconciliation of share capital of the Company.
in the Extra-Ordinary general Meeting held on 27th
April, 2005. These GDRs were listed at the Luxemburg The audit report inter alia covers and certifies that the
Stock Exchange. As on 31/03/2019, 23,500 GDR’s were total share held in NSDL, CDSL and those in physical
outstanding. from tally with the issued and paid-up capital of the
Company, the Registrar of Members is duly updated
Commodity price risk or foreign exchange
and demat requests are confirmed within stipulated
risk and hedging activities
time etc.
The Company exports finished goods and imports raw
materials of few products. The international trade is Registered Office
primarily in USD and Euro which are major convertible
Ind-Swift Laboratories Limited
currencies, and to that extent the exposure to foreign
exchange risk exists. However, exports and imports of SCO 850, Shivalik Enclave,
the Company are in the same currencies, therefore, a NAC, Manimajra, Chandigarh – 160 101
natural hedge for these currencies exist. Tele: - +91-172-2730920
Fax: - +91-172–2730504, 2736294
The Company has not entered into any hedging
activities and not dealt in commodity price or foreign Plant Locations
exchange risk activities during the financial year
1. Village Bhagwanpura, Barwala Road, Near Derabassi,
2018-19.
Distt. Patiala, Punjab.
Optionally Convertible Warrants 2. SIDCO, Industrial Growth Centre, Jammu (J & K).
There are no Outstanding Warrants for Conversion.

Research and Development Facility
But as on 31-03-2019 , 1,15,17,670 Optionally Convertible
Debentures (OCDs) are outstanding for conversion. Plot No. E-5, Industrial Area, Phase –II, Mohali (Punjab)

Compliance Officer Transactions with related parties are disclosed in Note
Pardeep Verma No. XXVIII of Notes to the accounts in the Financial
AVP-Corp. Affairs & Company Secretary Statements for the year.
Ind-Swift Laboratories Limited
Statutory Compliance, Strictures and
Corporate Office
SCO 850, Shivalik Enclave,
Penalties
NAC, Manimajra The Company has complied with the requirement of the
Chandigarh 160101 Stock Exchanges, SEBI and other statutory authority on
Tel: - +91-172-2730920 matters related to capital markets during the last three
Fax: - + 91-172-2730504 years. No strictures or penalties have been imposed on
Email: [email protected] the Company by these authorities.
Nomination Facility Details of utilization of funds raised through preferential

Members are allowed to nominate any person to whom allotment or qualified institutions placement as
they desire to have the shares transmitted in the event specified under Regulation 32(7A)
of death. Desirous Members may approach to the
Company or to the Registrar & Share Transfer Agents of Preferential Issue of 17,71,949 Equity Shares
the Company, for the shares held in physical form and The Board of Directors of the Company in their meeting
to the respective Depository Participant for shares held held on 25th July, 2018, allotted 17,71,949 Equity Shares
in demat form, for availing the same facility. of D10/- each at a premium D55.50/- to Edelweiss Asset
List of credit ratings obtained/revision Reconstruction Company Limited (“EARC”) for the
part of the Unsustainable debt portion of Restructured
During the Financial Year, 2018-19, The company
Rupee Loan to be converted into Equity Shares and the
has obtained the credit rating from CARE which had
granted ‘CARE C’ credit rating to the Company which Sustainable debt portion of Restructured Rupee Loan
denotes-Stable Ranking. to be payable as per the agreed terms and conditions
as settled between the Company and the EARC. The
OTHER DISCLOSURES Shareholder approval for the same was taken at Extra
Related Party Transactions General Meeting held on June 9, 2018.
The Board of Directors have approved a policy for
Non Convertible Debentures (NCDs) issue
related party transactions and has been uploaded
on the Company website http://www.indswiftlabs. During the Financial Year 2018-19, The Company
com/pages/Related_Party_Transactions_Policy_ has issued 4245 Secured listed rated Redeemable,
Procedures.pdf. There are no materially significant Non-Convertible Debentures (NCDs) of a face value
related party transactions entered into by the Company of D10,00,000/- (Rupees Ten Lakhs only) each, of the
with its Promoters, Directors or Management, their aggregate nominal value of up to D424,50,00,000/-
subsidiaries, or relatives, etc. that may have potential (Rupee Four Hundred Twenty Four Crores and Fifty
conflict with the interests of the Company at large. Lakhs only) to Edelweiss Asset Reconstruction
All transactions entered with related parties during
Company Limited (“EARC”) to settle/discharge the
the year ended 31st March, 2019 as mentioned under
secured debt through infusion of fresh funds and for
Companies Act, 2013 and Regulation 23 and 27(2)(b)
meeting the cash flow requirement of Company.
of the Listing Obligations & Disclosures Regulations
(LODR) were in the ordinary course of business and on Optionally Convertible Debentures (OCDs)
arm’s length pricing basis. The Register of Contracts
issue
containing the transactions in which Directors are
interested is placed before the Board regularly for its On 25th July, 2018, the Company has issued 1,15,17,670
approval. Optionally Convertible Debentures of face value of
D10/- each at an issue price of D65.50 per OCD including

a premium of D55.50 per OCD for an aggregate sum of Policy on Prevention of Sexual Harassment
upto D75.44 crores to EC Special Situations Fund and at Workplace
Edelweiss India Special Situations Fund II, respectively,
The company has complied with provisions relating
to settle/discharge the secured debt through infusion of
to the constitution of Internal Complaints Committee
fresh funds and for meeting the cash flow requirement
under the Sexual Harassment Act, 2013. The Company
of Company and strengthening the Capital structure.
has a 'Policy for prevention of Sexual Harassment'. As
Issue of 5,19,989 Equity Shares under ESOP per the Sexual Harassment Act, the policy mandates
strict confidentiality and recognises the right of privacy
During the Financial Year 2018-19, on 24th September,
of every individual. As per the policy, any employee
2018, the Company has allotted 5,19,989 equity shares to
may report a complaint to the 'Internal Complaints
its eligible employees under the “Employee Incentive
Committee' formed for this purpose. We affirm that
Scheme 2014”. The Company has received the 100%
adequate access was provided to any complainant who
allotment money at the rate of D10/- per share.
wished to register a complaint under the policy.
Utilisation of Proceeds of the NCD/OCD Issue
During the year, no complaint pertaining to sexual
The funds raised from the NCD & OCD issue has been
harassment was received by the Company.
utilized for the purposes for which it were raised that is
settlement of the dues of the State Bank of India , Bank Whistle-Blower Policy / Vigil Mechanism
o Baroda, Phoenix ARC, Edelweiss, Canara Bank, IDBI, The Company promotes ethical behavior in all
SBI (Halcyon Life Sciences) & SC Lowy. its business activities and in line with the best
international governance practices, Ind-Swift
Certificate from Company Secretary
Laboratories Limited has established a system through
The Company has obtained a certificate from Mr.
which Directors, employees, business associates may
Vishal Arora , Company Secretary in Practice regarding
report unethical behavior, malpractices, wrongful
qualification/disqualification of Directors to Act as
conduct, fraud, violation of Company’s code of conduct
Director of the Company which is attached as Annexure
without fear of reprisal. The Company has set up a
– 1 to the Corporate Governance Report.
Direct Touch initiative, under which all Directors,
Disclosure of non-acceptance of Committee employees, business associates have direct access to
recommendation by the Board the Chairman of the Audit Committee, and also to the
Ethics Counselor designated for the same purpose. The
During the Financial Year 2018-19, the Board has
Whistle- Blower Protection Policy aims to:
accepted all the recommendation/submission of its’
Committees. • Allow and encourage stakeholders to bring to the
management notice concerns about unethical
Total fees for all services paid by the listed behavior, malpractice, wrongful conduct, actual or
entity and its subsidiaries, to the Statutory suspected fraud or violation of policies.
Auditor (Consolidated payment) • Ensure timely and consistent organizational
The detail of payment of total fees to the Statutory response.
Auditor during the Financial Year 2018-19 is as under:-
• Build and strengthen a culture of transparency and
Sr. Particulars of Expenses Fee Paid trust.
No. (in D Lakhs)
• Provide protection against victimization.
1. Statutory Audit 4.00
2. Certifications 1.00 The above mechanism has been appropriately
3. Out of Pocket Exp. 1.22 communicated within the Company across all levels
Total 6.22 and has been displayed on the Company’s intranet as

well as on the Company’s website www.indswiftlabs. The Company has formulated a policy regarding
com at the web link: www.indswiftlabs.com/pages/ determination of ‘Material’ Subsidiaries and the same
Whistle_Blower_Policy.pdf is available on the website of the Company www.
indswiftlabs.com. The weblink for the same is given
The Audit Committee periodically reviews the
below:
existence and functioning of the mechanism. It reviews
http://www.indswiftlabs.com/pages/Policy_for_
the status of complaints received under this policy on
determining_Material_Subsidiaries.pdf
a quarterly basis. The Committee has, in its Report,
affirmed that no personnel have been denied access to Compliance of Corporate Governance
the Audit Committee. Provisions
IND-AS There is no Non-compliance of any requirement of
Corporate Governance Report of Sub Para (2) to (10)
The Company adopted Indian Accounting Standards
of Part C of Schedule V the Listing Regulations. The
(Ind-AS) from 01 April, 2017 with the transition date
Company has also complied with all the Corporate
of 01 April 2016 and accordingly the financial results
Governance requirements as specified in regulation
of the Company for all the quarters / annual have
17 to 27 and clauses (b) to (i) of sub regulation (2) of
been prepared in accordance with the recognition
regulation 46 with all the mandatory requirements
and measurement principles laid down in the Indian
laid down by SEBI (LODR) Regulations, 2015. The non-
Accounting Standard (Ind-AS).
mandatory requirements complied with has been
Subsidiary Companies disclosed at relevant places.
The Company monitors performance of its subsidiary
Risk Management
companies, inter-alia, by the following means:
The Company has a procedure to inform the Board about
i. The Audit Committee reviews financial statements
the risk assessment and minimization procedures.
of the subsidiary companies, along with investments
The Board of directors periodically reviews the risk
made by them.
management framework of the company.
ii. The Board of Directors reviews all the significant
transactions and arrangements, if any, of subsidiary Non-Mandatory Requirements
companies. The Company has formulated a policy A. The Board
for determining its ‘Material’ Subsidiaries. The Chairman of the Board does not maintain a
(A subsidiary shall be considered as material if the Chairman’s office at the Company’s expense.
investment of the Company in the subsidiary exceeds B. Shareholders Right
20% of its consolidated net worth as per Audited Balance
The quarterly and half yearly results are published
Sheet of the previous financial year or if the subsidiary
in widely circulating dailies such as Financial
has generated 20% of the consolidated income of the
Express, in English and Jansatta in Hindi. These are
Company during the previous financial year)
not sent individually to the shareholders but hosted
Ind-Swift Laboratories Limited does not have a material on the website of the Company.
non-listed Indian subsidiary. As per Regulation 24 of
C. Audit Qualification
SEBI (LODR) Regulations, 2015 a “material non-listed
There are no qualifications contained in the Audit
Indian subsidiary“ shall mean an unlisted subsidiary,
Report.
incorporated in India, whose income or net worth (i.e.
paid up capital and free reserves) exceeds 20% of the D. Reporting of Internal Auditors
consolidated income or net worth respectively, of the
The Internal Auditor of the Company reports to the
listed holding company and its subsidiaries in the
Audit Committee, their reports are reviewed by the
immediately preceding accounting year.

Audit Committee. UNCLAIMED SHARES

Risk Management Pursuant to Regulation 39(4) read with Schedule VI
of the Listing Regulations, the Company reports that
The Company has a procedure to inform the Board about
there are no unclaimed shares as on 31st March, 2019.
the risk assessment and minimization procedures.
The Board of directors periodically reviews the risk DEBENTURE TRUSTEE
management framework of the company.
Vistra ITCL (India) Limited
MARKET CAPITALISATION AND PRICE- The IL&FS Financial Centre, Plot C- 22, G Block, 7th Floor,
EARNINGS RATIO: Bandra Kurla Complex, Bandra (East), Mumbai 400051
As on As on Place: Chandigarh N.R. Munjal

31.03.2019 31.03.2018 Date: 10th August, 2019 Chairman and Managing
a. Closing Price (BSE) (D) 39.25 57.30 Director
b. Market Capitalization 18,670.91 25,943.87
(D In lakhs)
c. Price-Earnings Ratio 3.82 14.65

ANNEXURE-I
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)
To,
The Members of
IND SWIFT LABORATORIES LIMITED
SCO 850, SHIVALIK ENCLAVE, NAC,
MANIMAJRA CHANDIGARH
I have examined the relevant registers, records, forms, returns and disclosures received from the Directors of IND
SWIFT LABORATORIES LIMITED having CIN L24232CH1995PLC015553 and having registered office at SCO 850,
SHIVALIK ENCLAVE, NAC, MANIMAJRA CHANDIGARH (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 (from Sr. No. 1 to 11) who were on the Board
of the Company as on 31st March, 2019, as stated below were 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 except Dr. GOPAL MUNJAL (DIN 00005196), Mr. SANJEEV RAI MEHTA (DIN
00005668) and Dr. VIKRANT RAI MEHTA (DIN 00010756) who were disqualified, w.e.f 04.04.2019 under section
164(2) of the Companies Act 2013.
S.NO. NAME OF DIRECTOR DIN DATE OF APPOINTMENT

1 HIMANSHU JAIN 00014533 04.01.1995
2 NAVRATTAN MUNJAL 00015096 04.01.1995
3 SRI PRAKASH SHARMA 00475413 05.07.2017
4 RISHAV MEHTA 03028663 23.03.2010
5 PRABHAT KHURANA 03289193 25.03.2015
6 VIKRANT RAI MEHTA* 00010756 04.01.1995
7 JATENDAR KUMAR KAKKAR* 00015493 09.01.1997
8 ASHWANI KUMAR VIG* 07080817 31.12.2014
9 GOPAL MUNJAL* 00005196 04.01.1995
10 SANJEEV RAI MEHTA* 00005668 04.01.1995
11 JAGVIR SINGH AHLUWALIA* 06930649 08.06.2018
12 NEERJA CHATHLEY 08448077 10.05.2019
*Dr. GOPAL MUNJAL (DIN 00005196), Mr. SANJEEV RAI MEHTA (DIN 00005668), Dr. VIKRANT RAI MEHTA (DIN
00010756), Dr. JATENDER KUMAR KAKKAR (DIN 00015493), Dr. ASHWANI KUMAR VIG (DIN 07080817), Mr. JAGVIR
SINGH AHLUWALIA (06930649) ceased to be member of the Board w.e.f 23.04.2019.
Further, none of the Directors presently on the Board of the Company are debarred or disqualified from being
appointed or continuing as Directors of companies.
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.
Vishal Arora
Company Secretary
Place: Chandigarh FCS No. 4566
Date: 10.08.2019 CP No. 3645

STANDALONE

INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF IND-SWIFT LABORATORIES LIMITED
Report on the Audit of the Standalone Ind AS on Auditing (SAs), as specified under section 143 (10)
Financial Statements of the Act. Our responsibilities under those Standards
are further described in the ‘Auditor’s Responsibilities
Opinion for the Audit of the Standalone Ind AS Financial
We have audited the accompanying Standalone Ind AS Statements’ section of our report. We are independent
financial statements of IND-SWIFT LABORATORIES of the Company in accordance with the ‘Code of Ethics’
LIMITED (“the Company”), which comprises the issued by the Institute of Chartered Accountants of
Balance Sheet as at March 31, 2019, the Statement India together with the ethical requirements that are
of Profit and Loss (including Other Comprehensive relevant to our audit of the financial statements under
Income), Statement for Changes in Equity and the the provisions of the Act and the Rules thereunder,
Statement of Cash Flows for the year then ended, and we have fulfilled our other ethical responsibilities
and notes to the financial statements, including a in accordance with these requirements and the Code
summary of significant accounting policies and other of Ethics. We believe that the audit evidence we have
explanatory information (hereinafter referred to as “the obtained is sufficient and appropriate to provide a basis
financial statements”). for our audit opinion on the Standalone Ind AS financial
statements.
In our opinion and to the best of our information and
according to the explanations given to us, the aforesaid Key Audit Matters
standalone Ind AS financial statements give the Key audit matters are those matters that, in our
information required by the Companies Act 2013, as professional judgement, were of most significance
amended (“Act”) in the manner so required and give a in our audit of the Standalone Ind AS Financial
true and fair view in conformity with the accounting Statements of the current period. These matters were
principles generally accepted in India, of the state of addressed in the context of our audit of the Standalone
affairs of the Company as at March 31, 2019, its profits Ind AS Financial Statements as a whole, and in forming
including other comprehensive income its cash flows our opinion thereon, and we do not provide a separate
and the changes in equity for the year ended on that opinion on these matters.For each matter below, our
date. description of how our audit addressed the matter
is provided in that context. We have determined the
Basis for Opinion
matters described below to be the key audit matters to
We conducted our audit of the standalone Ind AS be communicated in our report.
financial statements in accordance with the Standards

Key Audit Matters How our audit assessed Key audit matters
Revenue Recognition Our audit procedures included the following:
For the year ended March 31, 2019, the Company has
• Assessed the Company’s revenue recognition policy
recognised revenue from contracts with customers
prepared as per Ind AS 115 ‘Revenue from contracts
amounting to D724.42 Crores. Revenue from contracts
with customers’.
with customers is recognised when control of the
goods or services are transferred to the customer at • Assessed the design and tested the operating
an amount that reflects the consideration to which effectiveness of internal controls related to revenue
the Company expects to be entitled in exchange for recognition, discounts and rebates.
those goods or services. The Company has generally
concluded that as principal, it typically controls the • Performed sample tests of individual sales
goods or services before transferring them to the transaction and traced to sales invoices, sales
customer. The variety of terms that define when orders and other related documents. Further, in
control are transferred to the customer, as well as respect of the samples checked that the revenue
the high value of the transactions, give rise to the has been recognised as per the shipping terms.
risk that revenue is not recognised in the correct
• To test cut off selected sample of sales transactions
period. Revenue is measured net of returns and
made pre- and post-year end, agreeing the period of
allowances, cash discounts, trade discounts and
revenue recognition to third party support, such as
volume rebates (collectively ‘discount and rebates’).
transporter invoice and customer confirmation of
There is a risk that these discount and rebates are
receipt of goods.
incorrectly recorded as it also requires a certain
degree of estimation, resulting in understatement of • Tested the provision calculations related to
the associated expenses and accrual. Revenue is also management incentives, discounts and rebates
an important element of how the Company measures by agreeing a sample of amounts recognised to
its performance. The Company focuses on revenue underlying arrangements with customers and other
as a key performance measure, which could create supporting documents.
an incentive for revenue to be recognised before the
risk and rewards have been transferred. Accordingly, • Obtained confirmations from customers on sample
due to the significant risk associated with revenue basis to support existence assertion of trade
recognition in accordance with terms of Ind AS 115 receivables and assessed the relevant disclosures
‘Revenue from contracts with customers’, it was made in the financial statements; to ensure revenue
determined to be a key audit matter in our audit of the from contracts with customers are in accordance
Ind AS financial statements. (Refer Notes on account with the requirements of relevant accounting
no. XV of notes on accounts) standards.

Change in Estimate • We have assessed the management and the internal
Intangible assets include the R&D Technology with technical committee controls over the change in
a carrying value amounting to `118.81 crores in the estimate of the carrying value of Intangible Asset
beginning of the year. During the year, the Company to determine whether any change in estimate was
has changed its accounting estimate with respect required.
to life of Intangible asset .Our audit focused on this
• We assessed the Company’s valuation methodology
area because the revision of Life of Intangible assets
applied in estimating the life of intangible assets.
requires management to make a number of key
judgments and estimates with respect to change in • Performed sensitivity analysis around the key
life of assets in accordance with Ind AS-38”Intangible assumptions used by management in change
asset. in estimate testing to understand the impact
of reasonable changes in assumptions on the
Accordingly, Change in life of intangible assets has
estimated recoverable amounts.
been considered as a key audit matter.
• Assessed the disclosures included in the financial
Refer Notes to accounts No.1(vii) to the Financial
statements in note 1(vii) to the Ind AS financial
statements
statements.
Evaluation of Uncertain tax Positions • Obtained the details of completed tax assessments
The Company has material uncertain tax positions and demands as on 31/03/2019 from Management.
including matters under dispute which involves
• We involved our expertise to challenge the
significant judgment to determine the possible
management’s underlying assumptions in
outcome of these disputes.
estimating tax provision and the possible outcome
Refer Notes to accounts No. XXIII to the Financial of the disputes.
statements
• We have also considered legal precedence and other
rulings in evaluating management’s position on
these uncertain tax positions.

Settlement of Debts & raising of funds • We have assessed and made detailed study of the
The Company has executed Master restructuring agreements executed and the impact thereof.
Agreement with Edelweiss assets restructuring
• Performed sensitivity analysis around the key
company limited for settlement of its outstanding
assumptions used by management in applying Ind
debts of `217.78 crores which is restructured into term
AS-109”financial Instruments”.
loan of `132 crores and in addition to term loan 1771949
equity shares of `10 each at `65.50 (55.50 premium) are • We assessed the Company’s valuation of price for
also allotted. Further, the Company has raised funds issuance of shares under private placement for
by issuing NCDS & OCDS of `424.50 crores & `75.44 raising funds.
crores respectively for settlement of outstanding debt
of SBI & other banks. Our audit focused on this area • We have assessed the compliance of various
as this has impacted the profit & loss of the Company sections of Companies Act.
and is of the significant nature.
Accordingly it is considered as Key audit Matter. statements in note XI &XII to the Ind AS financial
statements.
Refer Note no.XI &XII of notes on accounts.
Emphasis of Matters and accordingly the disclosures requirement under

the MSMED Act,2006 could not be provided. (Refer
Without qualifying our opinion, we draw attention
Note no. XXX of the financial statements).
to the following matters in the Notes to the financial
statements: (d) The Company has not created the Debenture
Redemption Reserve in terms of section 71(4) of
a) The Fixed Deposit Scheme was restructured
the companies act, due to inadequacy of profits.
vide order No. C.P 27/01/2013, dated 30.09.2013 by
(Refer notes to accounts XXXVIII of the financial
Company Law Board. The Company has been granted
Statements).
extension of time of repayment of those deposits.
Further the Company has made the payment of Information Other than the Financial
` 14.01 Crores including interest during the year. Statements and Auditor’s Report Thereon
(Refer Note No. XII (e) of Financial Statements)
The Company’s Board of Directors is responsible for the
(b) Regarding payment/provisioning of Managerial other information. The other information comprises
Remuneration, in view of the amendment to section the information included in the Annual report 2018-19,
197 of Companies act 2013, the Company has taken but does not include the Standalone Ind AS financial
approval from shareholders for waiver of excess statements and our auditor’s report thereon. Our
remuneration paid to its directors. (Refer Note No. opinion on the Standalone Ind AS Financial statements
XIX of Financial Statements). does not cover the other information and we do not
express any form of assurance conclusion thereon.
(c) The Company is in process of collecting information
with respect to Micro, Small and medium enterprises In connection with our audit of the standalone Ind AS

financial statements, our responsibility is to read the either intends to liquidate the Company or to cease
other information and, in doing so, consider whether operations, or has no realistic alternative but to do so.
such other information is materially inconsistent with
The Board of Directors is responsible for overseeing the
the standalone Ind AS financial statements or our
Company’s financial reporting process.
knowledge obtained in the audit or otherwise appears
to be materially misstated. If, based on the work we Auditor’s Responsibilities for the Audit of the
have performed, we conclude that there is a material Standalone Ind AS Financial Statements
misstatement of this other information; we are required
Our objectives are to obtain reasonable assurance about
to report that fact. We have nothing to report in this
whether the Standalone Ind AS financial statements as
regard.
a whole are free from material misstatement, whether
Management’s Responsibility for the due to fraud or error, and to issue an auditor’s report
Standalone Ind AS Financial Statements that includes our opinion. Reasonable assurance is
a high level of assurance, but is not a guarantee that
The Company’s Board of Directors is responsible
an audit conducted in accordance with SAs will
for the matters stated in Section 134(5) of the Act
always detect a material misstatement when it exists.
with respect to the preparation of these Financial
Misstatements can arise from fraud or error and are
Statements that give a true and fair view of the
considered material if, individually or in the aggregate,
financial position, financial performance, total
they could reasonably be expected to influence the
comprehensive income, changes in equity and cash
economic decisions of users taken on the basis of these
flows of the Company in accordance with Ind AS and
Standalone Ind AS financial statements.
other accounting principles generally accepted in
India. This responsibility also includes maintenance As part of an audit in accordance with SAs, we exercise
of adequate accounting records in accordance with the professional judgment and maintain professional
provisions of the Act for safeguarding of the assets of skepticism throughout the audit. We also:
the Company and for preventing and detecting frauds
and other irregularities; selection and application of • Identify and assess the risks of material
appropriate accounting policies; making judgments misstatement of the Standalone Ind AS financial
and estimates that are reasonable and prudent; and the statements, whether due to fraud or error, design
design, implementation and maintenance of adequate and perform audit procedures responsive to those
internal financial controls, that were operating risks, and obtain audit evidence that is sufficient
effectively for ensuring the accuracy and completeness and appropriate to provide a basis for our opinion.
of the accounting records, relevant to the preparation The risk of not detecting a material misstatement
and presentation of the Financial Statements that resulting from fraud is higher than for one resulting
give a true and fair view and are free from material from error, as fraud may involve collusion, forgery,
misstatement, whether due to fraud or error. intentional omissions, misrepresentations, or the
override of internal Control.
In preparing the Financial Statements, management
is responsible for assessing the Company’s ability to • Obtain an understanding of internal control relevant
continue as a going concern, disclosing, as applicable, to the audit in order to design audit procedures that
matters related to going concern and using the going are appropriate in the circumstances. Under section
concern basis of accounting unless management 143(3)(i) of the Act, we are also responsible for

expressing our opinion on whether the Company communicate with them all relationships and other
has adequate internal financial control system matters that may reasonably be thought to bear on
in place and the operating effectiveness of such our independence, and where applicable, related
controls. safeguards.
• Evaluate the appropriateness of accounting From the matters communicated with those charged
policies used and the reasonableness of accounting with governance, we determine those matters that
estimates and related disclosures made by were of most significance in the audit of the Standalone
management. Ind AS financial statements for the financial year ended
March 31, 2019 and are therefore the key audit matters.
• Conclude on the appropriateness of management’s We describe these matters in our auditor’s report unless
use of the going concern basis of accounting and, law or regulation precludes public disclosure about the
based on the audit evidence obtained, whether a matter or when, in extremely rare circumstances, we
material uncertainty exists related to events or determine that a matter should not be communicated
conditions that may cast significant doubt on the in our report because the adverse consequences of
Company’s ability to continue as a going concern. If doing so would reasonably be expected to outweigh the
we conclude that a material uncertainty exists, we public interest benefits of such communication.
are required to draw attention in our auditor’s report
to the related disclosures in the financial statements Report on Other Legal and Regulatory
or, if such disclosures are inadequate, to modify our Requirements
opinion. Our conclusions are based on the audit 1. As required by the Companies (Auditor’s report)
evidence obtained up to the date of our auditor’s Order, 2016 (“the Order”) issued by the Central
report. However, future events or conditions may Government of India in terms of sub-section (11) of
cause the Company to cease to continue as a going section 143 of the Act, we give in the “Annexure A”, a
concern. statement on the matters specified in paragraphs 3
and 4 of the Order.
• Evaluate the overall presentation, structure
and content of the Standalone Ind AS financial 2. As required by section 143 (3) of the Act, we report
statements, including the disclosures, and whether that:
the Standalone Ind AS financial statements
represent the underlying transactions and events (a) We have sought and obtained all the information
in a manner that achieves fair presentation. and explanations which to the best of our knowledge
and belief were necessary for the purpose of our
We communicate with those charged with governance audit;
regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, (b) In our opinion, proper books of account as required
including any significant deficiencies in internal by law have been kept by the Company so far as it
control that we identify during our audit. appears from our examination of those books and
proper returns adequate for the purpose of our audit;
We also provide those charged with governance with
a statement that we have complied with relevant (c) The Balance Sheet, Statement of Profit and Loss
ethical requirements regarding independence, and to including Other Comprehensive Income, Statement

Of Changes In Equity and the Statement of Cash (h) With respect to the other matters to be included
Flow dealt with by this Report are in agreement in the Auditor’s Report in accordance with Rule 11
with the books of account; of the Companies (Audit and Auditors) Rules, 2014
as amended, in our opinion and to the best of our
(d) In our opinion, the aforesaid Financial Statements information and according to the explanations
comply with the Indian Accounting Standards given to us:
specified under section 133 of the Act, read with
Rule 7 of the Companies (Accounts) Rules, 2015 as a) The Company has disclosed the impact of
amended; pending litigations on its financial position in
its financial statements – Refer Note XXIII to the
(e) On the basis of written representations received Financial Statements;
from the directors as on March 31, 2019 taken
on record by the Board of Directors, none of the b) The Company did not have any long-term
directors is disqualified as on March 31, 2019, from contracts including derivative contracts for
being appointed as a director in terms of section 164 which there were any material foreseeable
(2) of the Act; losses.
(f) With respect to the adequacy of the internal c) There has been no delay in transferring amounts,
financial controls over financial reporting of the required to be transferred, to the Investor
Company and the operating effectiveness of such Education and Protection Fund by the Company.
controls, refer to our separate Report in “Annexure
-B”. Our report expresses an unmodified opinion
on the adequacy and operating effectiveness of the For Avishkar Singhal & Associates
Company’s internal financial controls over financial Chartered Accountants
reporting. (Regd No.:017362N)
(g) In our opinion, the managerial remuneration for the
Avishkar Singhal
year ended March 31, 2019 has been paid/provided
Place: Chandigarh Partner
by the Company to its directors in accordance with
Date: 29.05.2019 Membership No.: 098689
the provisions of section 197 read with Schedule V to
the Act (refer Notes to accounts No. XIX of financial
statements);

“ANNEXURE-A”
Referred to in paragraphs under the heading “Report on other Legal and regulatory
requirements” of our Report of even date
Re: M/s Ind-Swift Laboratories Limited (‘the Company’)
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and
situation of fixed assets.
(b) According to information and explanations given by the management, the company has a system of physical
verification of all its fixed assets over a period of four years. In accordance with this programme, certain fixed
assets were verified during the year and no material discrepancies were noticed on such verification. In our
opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the
nature of its assets.
(c) According to information and explanations given by the management, the title deeds of immovable properties
included in fixed assets are held in the name of the Company. Except in case of the following immovable
properties where the title deeds are not in the name of the Company:
In case of land:
Leasehold/
Gross Block Net Block
No. of Freehold/
as at 31st as at 31st Remarks
cases Office
March, 2019 March, 2019
Building
1 Freehold `13.79 Crores `13.79 Crores The cost of land amounting to `13.79 Crores
includes the following :
• land measuring 29 kanals & 3 Marlas
amounting to `9.75 crores was purchased
on Power of Attorney from Fortune (India)
constructions Ltd.
land measuring 20 kanals & 17 Marlas
amounting to `4.03 crores was purchased on
Power of Attorney from Essix Biosciences
Limited
2 Leasehold 171.89 Lakhs `147.93 Lakhs Lease hold land Jammu Plant, Samba
3 Flats 1458.10 Lakhs 1,246.98 Lakhs Flats Located held as investment.
(ii) As explained to us, the inventories, excluding stocks with some of the third parties, were physically verified
during the year by the management at reasonable intervals and no material discrepancies were noticed on
physical verification. In respect of inventories lying with third parties, these have substantially been confirmed
by them.
(iii) According to the information and explanation given to us, the Company has granted loans, secured or
unsecured to Companies, firms or other parties covered in the register maintained u/s 189 of the Companies
Act, 2013 and hence reporting under Accordingly, paragraph 3 (iii) of the Order is not applicable.

(iv) In our opinion and according to the information and (vii) According to information and explanations given
explanations given to us, the Company has complied to us in respect of Statutory Dues;
with the provisions of section 185 and 186 of the Act,
(a) The Company is regular in depositing with
in respect of loans, investments, guarantees and
appropriate authorities undisputed statutory
security made.
dues including provident fund, employees’ state
(v) In our opinion and according to the information insurance, income-tax, sales-tax, service tax,
and explanations given to us, the Company has customs duty, excise duty, value added tax, cess
complied with the provisions of sections 73 to 76 and other material statutory dues applicable to
of the Companies Act, 2013 and the rules framed it though there have been slight delays in few
thereunder and the directives issued by The Reserve cases.
Bank of India with regards to the deposits accepted
(b) There were no undisputed amounts payable
from the public .
in respect of provident fund, employees’ state
(vi) The maintenance of cost records has been specified insurance, income-tax, service tax, sales-tax,
by the Central Government Under sub section (1) of duty of custom, duty of excise, value added tax,
section 148 of the act. We have broadly reviewed the cess and other material statutory dues were
cost records maintained by the Company pursuant outstanding, at the year end, for a period of more
to the companies(Cost records and audit) Rules 2014, than six months from the date they became
as amended, prescribed by the Central Government payable.
under sub-section (1) of section 148 of the act and
(c) the dues outstanding of income-tax, sales-tax,,
are of the opinion that, prima facie the prescribed
service tax, duty of custom, duty of excise,value
cost records have been made and maintained. We
added tax and cess on account of any dispute,
have however not made a detailed examination of
are as follows:
the cost records with a view to determine whether
they are accurate or not.
Amount Forum where

Period to which the
Name of the Statute Nature of Dues (In ` dispute is
amount relates
Lakhs) pending
The Punjab Vat Act,2005 Sale tax, Penalty & Interest 31.94 April 2006 to March 2007 DETC (Appeals)
The Custom Act, 1962 Differential CD 23.06 2012-13 CESTAT,
Ahmedabad
The Central Excise Act, 1944 Service Tax & Penalty 4.11 2006-07, 2007-08, 2008-09, CESTAT,
Thereon 2009-10, 2010-11 Chandigarh
The Central Excise Act, 1944 Service Tax & Penalty 41.14 2009-10, 2010-11, 2011-12 Commissioner
Thereon (Appeal)

Amount Forum where

Period to which the
Name of the Statute Nature of Dues (In ` dispute is
amount relates
Lakhs) pending
The Central Excise Act, 1944 Service Tax & Penalty 82.19 2012-13 CESTAT,
Thereon Chandigarh
Thereon Chandigarh
Thereon CHANDIGARH
(viii) In our opinion and according to the information 177 and 188 of the Act where applicable and details
and explanations given by the management, the of such transactions have been disclosed in the
Company has not defaulted in repayment of loans financial statements as required by the applicable
or borrowings to a financial institution, bank or accounting standards.
Government. (xiv) According to the information and explanations
(ix) In our opinion and according to the information given to us and on an overall examination of the
and explanations given by the management, the balance sheet, the Company has complied with the
Company has utilized the monies raised by way of provisions of the Act with respect to shares issued
term loans, NCD & OCD for the purpose for which under preferential allotment during the year.
they were obtained.(Refer notes to accounts X & XII) (xv) According to the information and explanations
(x) According to the information and explanations given to us and based on our examination of the
given by the management, we report that no fraud records of the Company, the Company has not
by the Company or no fraud on the Company by the entered into non-cash transactions with directors
officers and employees of the Company has been or persons connected with him. Accordingly,
noticed or reported during the year. paragraph 3(xv) of the Order is not applicable.
(xi) In our opinion, the managerial remuneration for the (xvi) the Company is not required to be registered under
year ended March 31, 2019 has been paid/provided section 45 IA of the Reserve Bank of India Act, 1934
by the Company to its directors in accordance with and accordingly, the provisions of clause 3 (xvi) of
the provisions of section 197 read with Schedule V to the Order are not applicable to the Company.
the Act (refer Notes to accounts No. XIX of financial
For Avishkar Singhal & Associates
statements);
(xii) In our opinion, the Company is not a Nidhi
(Regd No.:017362N)
company. Therefore, the provisions of clause 3(xii)
of the order are not applicable to the Company and
Avishkar Singhal
hence not commented upon.
(xiiI) According to the information and explanations Date: 29.05.2019 Membership No.: 098689
given to us and based on our examination of the
records of the Company, transactions with the
related parties are in compliance with sections

“ANNEXURE B” TO THE INDEPENDENT
AUDITOR’S REPORT
of even date on the Financial Statements of Ind-Swift Laboratories Limited
Report on the Internal Financial Controls under Clause specified under section 143(10) of the Companies Act,
(i) of Sub-section 3 of Section 143 of the Companies Act, 2013, to the extent applicable to an audit of internal
2013 (“the Act”) financial controls and, both issued by the Institute
of Chartered Accountants of India. Those Standards
To the Members of Ind-Swift Laboratories Limited and the Guidance Note require that we comply with
We have audited the internal financial controls over ethical requirements and plan and perform the audit to
financial reporting of Ind-Swift Laboratories Limited obtain reasonable assurance about whether adequate
(“the Company”) as of March 31, 2019 in conjunction internal financial controls over financial reporting with
with our audit of the Ind AS financial statements of the reference to these standalone Financial Statements
Company for the year ended on that date. was established and maintained and if such controls
operated effectively in all material respects.
Management’s Responsibility for Internal
Financial Controls Our audit involves performing procedures to obtain audit
evidence about the adequacy of the internal financial
The Company’s Management is responsible for
controls system over financial reporting with reference
establishing and maintaining internal financial
to these standalone Financial Statements and their
controls based on the internal control over financial
operating effectiveness. Our audit of internal financial
reporting criteria established by the Company
controls over financial reporting included obtaining
considering the essential components of internal
an understanding of internal financial controls over
control stated in the Guidance Note on Audit of Internal
financial reporting with reference to these standalone
Financial Controls Over Financial Reporting issued by
Financial Statements, assessing the risk that a material
the Institute of Chartered Accountants of India. These
weakness exists, and testing and evaluating the design
responsibilities include the design, implementation
and operating effectiveness of internal control based
and maintenance of adequate internal financial
on the assessed risk. The procedures selected depend
controls that were operating effectively for ensuring
on the auditor’s judgement, including the assessment
the orderly and efficient conduct of its business,
of the risks of material misstatement of the financial
including adherence to the Company’s policies, the
statements, whether due to fraud or error.
safeguarding of its assets, the prevention and detection
of frauds and errors, the accuracy and completeness of We believe that the audit evidence we have obtained
the accounting records, and the timely preparation of is sufficient and appropriate to provide a basis for
reliable financial information, as required under the our audit opinion on the internal financial controls
Companies Act, 2013. system over financial reporting with reference to these
standalone Financial Statements.
Auditor’s Responsibility
Our responsibility is to express an opinion on the Meaning of Internal Financial Controls Over Financial
Company's internal financial controls over financial Reporting with reference to these standalone Financial
reporting with reference to these standalone Financial Statements
Statements based on our audit. We conducted our audit
A company's internal financial control over financial
in accordance with the Guidance Note on Audit of
reporting with reference to these standalone Financial
Internal Financial Controls Over Financial Reporting
Statements is a process designed to provide reasonable
(the “Guidance Note”) and the Standards on Auditing as

assurance regarding the reliability of financial controls over financial reporting with reference to these
reporting and the preparation of financial statements standalone Financial Statements to future periods are
for external purposes in accordance with generally subject to the risk that the internal financial control over
accepted accounting principles. A Company's financial reporting with reference to these standalone
internal financial control over financial reporting with Financial Statements may become inadequate
reference to these standalone Financial Statements because of changes in conditions, or that the degree
includes those policies and procedures that (1) pertain of compliance with the policies or procedures may
to the maintenance of records that, in reasonable deteriorate.
detail, accurately and fairly reflect the transactions
and dispositions of the assets of the company; (2) Opinion
provide reasonable assurance that transactions In our opinion, the Company has, in all material respects,
are recorded as necessary to permit preparation of an adequate internal financial controls system over
financial statements in accordance with generally financial reporting with reference to these standalone
accepted accounting principles, and that receipts and Financial Statements and such internal financial
expenditures of the company are being made only in controls over financial reporting with reference to
accordance with authorizations of management and these standalone Financial Statements were operating
directors of the company; and (3) provide reasonable effectively as at March 31, 2019, based on the internal
assurance regarding prevention or timely detection control over financial reporting criteria established by
of unauthorized acquisition, use, or disposition of the the Company considering the essential components of
company's assets that could have a material effect on internal control stated in the Guidance Note on Audit
the financial statements. of Internal Financial Controls Over Financial Reporting
issued by the Institute of Chartered Accountants of
Inherent Limitations of Internal Financial Controls Over India.
Financial Reporting with reference to these standalone
Financial Statements
Because of the inherent limitations of internal financial For Avishkar Singhal & Associates
controls over financial reporting with reference to Chartered Accountants
these standalone Financial Statements, including (Regd No.:017362N)
the possibility of collusion or improper management
override of controls, material misstatements due to Avishkar Singhal
error or fraud may occur and not be detected. Also, Place: Chandigarh Partner
projections of any evaluation of the internal financial Date: 29.05.2019 Membership No.: 098689

BALANCE SHEET
as at 31st March, 2019
(` in Lakhs)
PARTICULARS Note No. As at 31/03/2019 As at 31/03/2018
ASSETS
Non-current assets :
Property, Plant and Equipment I 83,230.77 80,249.84
Capital work-in progress 1,261.79 6,173.72
Other Intangible assets I 6,868.17 11,881.71
Intangible assets under development 725.53 686.53
Investment property I 1,246.98 1,269.94
Financial Assets
Investments II
- In subsidiaries and associates 1,859.66 1,860.10
- In Others 781.56 781.56
Deferred tax assets (net) III 7,882.16 9,601.36
Other non-current assets IV 5,691.89 6,347.73
Sub Total 1,09,548.51 1,18,852.48
Current assets
(a) Inventories V 32,919.04 3,1691.33
(b) Financial Assets
(i) Trade receivables VI 33,347.34 38,282.37
(ii) Cash and cash equivalents VII 2,908.65 643.14
(c) Current Tax Assets (Net)
(d) Other current assets VIII 11,455.43 9,927.34
Assets held-for-sale/Assets included 171.49 306.25
in disposal group(s) held-for-sale
Sub Total 80,801.95 80,850.43
Grand Total 1,90,350.47 1,99,702.92
EQUITY AND LIABILITIES

EQUITY
(a) Equity Share capital IX 4,828.82 4,599.62
(b) Other Equity X 55,570.07 49,737.57
Sub Total 60,398.89 54,337.20
LIABILITIES
Non-current liabilities
(a) Financial Liabilities
(i) Borrowings XI 96,557.92 52,049.50
(ii) Trade payables
(b) Provisions 1,434.09 1,332.23
Current liabilities
(i) Borrowings XII 9,251.51 31,131.14
(ii) Trade payables XIII 11,570.12 11,658.48
(b) Other current liabilities XIV 11,137.94 49,194.36
Sub Total 1,29,951.58 1,45,365.72
Grand Total 1,90,350.47 1,99,702.93
Significant Accounting Policies XLII

The accompanying notes form an integral part of the standalone financial statements.
AS PER OUR SEPARATE REPORT OF EVEN DATE For and on behalf of the Board of Directors
For Avishkar Singhal & Associates N.R.Munjal Rishav Mehta
Chartered Accountants Chairman Director
(Regd.No 017362N) and Managing Director DIN-03028663
DIN-00015096
CA Avishkar Singhal
Partner CA L.K. Mahajan Pardeep Verma
M.No. 098689 Chief Accounts Officer AVP - Compliance & CS
Place : Chandigarh Gagan Aggarwal
Date : 29th May, 2019 Chief Financial Officer

STATEMENT OF PROFIT & LOSS

For the year ended 31st March, 2019
(` in Lakhs)
PARTICULARS Note No. Year Ended 31/03/2019 Year Ended 31/03/2018

Revenue from Operation XV 72,442.76 73,129.33
Other Income XVI 3,746.35 1,837.87
Total Revenue 76189.12 74,967.20
EXPENSES
Cost of Materials Consumed XVII 39,196.76 35,201.28
Purchase of Stock In Trade 33.35 34.34
Change in Inventories of FG/WIP/Stock in trade XVIII (1,868.19) 2,270.50
Employee benefits expense XIX 9,188.38 8,930.58
Financial Cost XX 8,332.34 2,831.38
Depreciation & amortisation expenses XXI 10,404.77 8,661.61
Other Expenses XXII 12,359.59 13,985.76
TOTAL-B 77,646.99 71,915.44
Profit/(Loss) before exceptional, extraordinary items & Tax (1,457.88) 3,051.76
Exceptional items
Previous Year Loss /(Income) (65.94) (15.61)
Previous Year Expenses 59.40 79.64
Exceptional Item Loss (Profit) XXXVII (8,293.55) 129.59
Profit before extraordinary items and Tax
Extra ordinary Items:
(a) Reversal of Previous year Income/(Expenses)
Profit /(Loss) before Tax 6,842.21 2,858.15
TAX EXPENSES:
Current Tax
Income Tax Adjustment of Previous Years 335.40 0.00
Mat Credit Entitlement III
Deferred Tax (Liability)/Assets III (1,699.42) (1,095.70)
Profit/ (Loss) for the period from continuing Operation 4,807.39 1,762.45
Other Comprehensive Income
A) Items that will be reclassified to P&L A/c 0.00 0.00
B) items that will not be reclassified into P&L A/c
Actuarial (Gain)/loss on remeasurments of Post employee benefits (63.99) 182.80
Tax on Actuarial (Gain) /loss on remeasurments of employee benefits 19.77 (56.49)
Other Comprehensive Income/Loss for the period, net of Tax (44.22) 126.32
Total Comprehensive Income for the Period 4,851.60 1,636.14
Earning per equity share:
(1)Basic 10.28 3.91
(2)Diluted 8.13 3.91
DIN-00015096
CA Avishkar Singhal

CASH FLOW STATEMENT
(` in Lakhs)
PARTICULARS Year ended Year ended

31.03.2019 31.03.2018
A. CASH FLOW FROM OPERATING ACTIVITIES
Net Profit before tax and Extra-Ordinary Items (1,457.88) 3,051.76
ADJUSTMENTS FOR:
(i) Depreciation 10,404.77 8,661.61
(ii)Exchange (profit)/loss (12.91) (228.05)
(iii) Employee stock option plan - 61.53
(iv Previous year items 6.54 (64.03)
(v) Interest on Term loans, NCDS, OCDs & FD 7,980.97 2320.17
(vi) Interest received (257.44) (384.62)
(vii) Provision for Doubtful Debts 0.00 0.00
(viii) Loss on sale of fixed assets 3.49 (0.22)
(ix) Income tax adj of previous years (335.40) 0.00
(x) Amortisation of Subsidy (2.53) (2.53)
(xi) Gain/ Loss on sale of investment 0.00 0.00
(xii) Dividend from subsidiary (1,008.47) 0.00
(xiii) Insurance claim on FLOP 857.69 0.00
OPERATING PROFIT BEFORE WORKING CAPITAL CHANGES 16,178.81 13,415.63
ADJUSTMENTS FOR:
i) Trade & Other Receivables 205.03 (3,979.45)
ii) Inventories (1,227.71) 2,664.44
iii) Loan & advances (2,355.94) 1,041.21
iv) Current Liabilities 1,248.70 2,986.82
v)Working Capital Borrowing SBI (21,498.87) (8,982.76)
vi)Income taxes (Including Advance Tax/TDS) 0.00 0.00
(23,628.79) (6,269.73)
Net Cash flow from operating Activities (7,449.97) 7,145.90

CASH FLOW STATEMENT (contd.)


31.03.2019 31.03.2018
B.CASH FLOW FROM INVESTING ACTIVITES
i)Purchase of fixed Assets Tangible -1,525.56 (2,045.37)
ii)Purchase of fixed Assets Intangible -38.99 (71.12)
iii) Sale of fixed assets 51.23 6.40
iv) (Purchase)/ Sale of Investments 0.44 0.00
(v) Dividend from subsidiary 1,008.47 0.00
vi) Interest Received 257.44 384.62
Net Cash from investing activities (246.97) (1,725.48)
C. CASH FLOW FROM FINANCING ACTIVITIES

i) Repayment of Term Loans to Banks & Financial Institutions & (33,864.09) (4,877.86)
FD
ii) Interest paid on Term Loans & FD (6,219.52) (2,074.19)
iii) ESOP contributions 52.00 53.76
iv) Proceeds from Term Loans From Banks & Financial 49,994.07 700.00
Institutions
Net Cash flow from Financing Activities 9,962.45 (6,198.30)
2,265.51 (777.87)
Net increase in Cash or Cash Equivalents 2,265.51 (777.87)
Opening Cash & Cash Equivalents 643.14 1,421.00

Closing Cash & Cash Equivalents 2,908.65 643.14
Significant Accounting Policies

The Company is following Indirect Method of cash flow.

DIN-00015096
CA Avishkar Singhal

STATEMENT OF CHANGES IN EQUITY
A. Equity Share Capital {Refer Note No. IX} (` in Lakhs)
As on 31.03.2019 As on 31.03.2018
Particulars
No. of Shares ` in Lakhs No. of Shares ` in Lakhs
Balance at the beginning of the reporting period 4,52,77,257 4,527.73 4,47,39,626 4,473.96
Issued 22,91,938 229.19 537,631 53.76
Balance at the end of the reporting period 4,75,69,195 4,756.92 4,52,77,257 4,527.73
B. Other Equity {Refer Note No. X}

Reserves and Surplus Items of Other ` in Lakhs
Comprehensive
Income
Capital Securities Employee Revaluation General Profit & Re Total
Particulars Reserve Premium Stock reserve Reserve Loss measurement other
options of the defined Equity
Outstanding benefit-
liabilities /
(assets)
Balance as at 30.10 23,053.00 247.34 26,828.49 8,037.51 -10,151.36 -2.65 48,042.43
01.04.2017
Profit (Loss) for the 0.00 0.00 0.00 0.00 0.00 1,762.45 0.00 1,762.45
Year
Other 0.00 0.00 0.00 0.00 0.00 0.00 -126.32 -126.32
comprehensive
income for the year
(net of tax)
Total 30.10 23,053.00 247.34 26,828.49 8,037.51 -8,388.91 -128.96 4,9678.57
comprehensive
income
Amortisation of -2.53 0.00 0.00 0.00 0.00 0.00 0.00 -2.53
Subsidy
Grant/Issue of 0.00 153.65 -92.12 0.00 0.00 0.00 0.00 61.53
shares pursuant to
ESOP (Refer Note
(IX) (e)
Depreciation on 0.00 0.00 0.00 -1426.31 1426.31 0.00 0.00 0.00
revalued assets
Balance as at 27.56 23,206.66 155.22 25,402.18 9,463.82 -8,388.91 -128.96 49,737.57
31.03.2018
Year

STATEMENT OF CHANGES IN EQUITY (contd.)


Comprehensive
Income
liabilities /
(assets)
Other 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
comprehensive
income for the year
(net of tax)
Total 27.56 23,206.66 155.22 25,402.18 9,463.82 -3,581.52 -84.75 54,589.17
comprehensive
income
Amortisation of -2.53 0.00 0.00 0.00 0.00 0.00 0.00 -2.53
Subsidy
Grant/Issue of 0.00 1,132.04 -148.61 0.00 0.00 0.00 0.00 983.43
shares pursuant to
ESOP (Refer Note
(IX) (e)
ESOP lapsed 0.00 0.00 -6.61 0.00 6.61 0.00 0.00 0.00
Stock options 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
written off
Issue Share for OCD 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
Depreciation on 0.00 0.00 0.00 -1422.40 1422.40 0.00 0.00 0.00
revalued assets
Balance as at 25.03 24,338.70 0.00 23,979.78 10,892.83 -3,581.52 -84.75 55,570.07
31.03.2019

DIN-00015096
CA Avishkar Singhal

NOTES TO STANDALONE FINANCIAL STATEMENTS
NOTE : I FIXED ASSETS AS ON 31.03.2019

(` in Lakhs)
GROSS BLOCK DEPRECIATION/AMORTISATION NET BLOCK

DURING THE
ADJUSTMENT
TRANSFER
ADDITION/
01-04-2018
01-04-2018
31-03-2019
31-03-2019
31-03-2019
PERIOD
31.03.2018
AS ON
AS ON
AS ON
AS ON
AS ON
AS ON
SALE/
PARTICULARS
Provided
Written
Back
Dep
Dep
TANGIBLE ASSETS
LAND FREE HOLD 6,376.75 0.00 7.82 6,368.93 0.00 0.00 0.00 0.00 6,368.93 6,376.75
LAND LEASE HOLD 171.89 0.00 0.00 171.89 22.20 1.77 0.00 23.97 147.93 149.70
FACTORY 22,273.24 1,283.08 0.00 23,556.31 5,046.56 724.46 0.00 5,771.02 17785.29 1,7226.68
BUILDINGS
OFFICE BUILDINGS 668.81 0.00 52.08 616.73 121.32 10.40 (8.57) 123.15 493.58 547.49
R&D BUILDINGS 2,391.47 0.00 0.00 2,391.47 696.09 75.42 0.00 771.51 1,619.96 1,695.38
BUILDING - PILOT 170.22 0.00 0.00 170.22 69.55 5.26 0.00 74.81 95.41 100.67
PLANT
PLANT & 74,830.27 6,553.74 0.00 81,384.01 27,646.24 3,574.72 0.00 31,220.96 50,163.05 47,184.03
MACHINERY
R&D MACHINERY 6,759.35 289.44 0.00 7,048.79 3,129.33 304.89 0.00 3,434.22 3,614.57 3,630.02
PLANT & 392.34 0.00 0.00 392.34 244.43 17.06 0.00 261.49 130.85 147.91
MACHINERY -
PILOT PLANT
ELECTRIC 6,356.78 211.12 0.71 6,567.20 3,773.90 490.33 (0.44) 4,263.78 2,303.42 2,582.89
INSTALATIONS
ELECTRIC 2.44 0.00 0.00 2.44 2.32 0.00 0.00 2.32 0.12 0.12
INSTALLATIONS -
PILOT PLANT
FURNITURE & 508.57 10.34 1.13 517.79 385.10 20.44 (0.71) 404.83 112.96 123.47
FIXTURES
OFFICE 327.63 13.57 2.14 339.06 276.33 13.14 (2.03) 287.44 51.62 51.30
EQUIPMENTS
COMPUTER & 313.14 22.75 0.00 335.90 147.67 72.01 0.00 219.69 116.21 165.47
PERIPHERALS
VEHICLES 1,174.95 19.89 52.13 1,142.71 906.99 58.37 (49.52) 915.84 226.87 267.96
TOTAL (A) 1,22,717.86 8,403.94 116.01 1,31,005.78 42,468.03 5,368.27 (61.29) 47,775.01 83,230.77 80,249.84
INTANGIBLE
ASSETS
R&D TECHNOLOGY 11,881.71 0.00 5,013.53 6,868.17 0.00 5,013.53 (5,013.53) 0.00 6,868.17 1,1881.71
TOTAL(B) 11,881.71 0.00 5013.53 6,868.17 0.00 5,013.53 (5,013.53) 0.00 6,868.17 1,1881.71



ADJUSTMENT DURING THE
TRANSFER
ADDITION/
01-04-2018
01-04-2018
31-03-2019
31-03-2019
31-03-2019
PERIOD
31.03.2018
AS ON
AS ON
AS ON
AS ON
AS ON
AS ON
SALE/
PARTICULARS
Provided
Written
Back
Dep
Dep
INVESTMENT 1,458.10 0.00 0.00 1,458.10 188.16 22.96 0.00 211.12 1,246.98 1269.94
PROPERTY (C)
TOTAL(A+B+C) 1,36,057.67 8,403.94 5,129.55 1,39,332.06 42,656.19 10,404.77 (5,074.82) 47,986.13 91,345.93 93,401.48
PREVIOUS YEAR 1,41,815.07 (2,166.62) 48.19 1,39,600.26 37,593.55 8,661.61 (56.38) 46,198.77 93,401.48 1,04,221.52
i) Previously Company has revalued its assets comprising of Land, Plant & Machinery of Derabassi Unit and
Jammu plant by the approved External valuer to reflect the market value and accordingly the appreciation
amounting to `10,138.73, `14,330.37 & `14,231.00 Lakhs (excluding land and Plant and machinery of Jammu)
respectively have been credited to Capital Reserve Account (Re-valuation Reserve A/c) as on 31.03.2007,
08.06.2011 & 30.06.2012
ii) Depreciation on revalued assets amounting to `1,422.4 Lakhs {P.Y. `1,426.31} has been provided during the year
from the Profit and Loss Account as per the Schedule II of Companies Act 2013 & the same is transferred from
Revaluation Reserve to General Reserves .
iii) Office Buildings includes Mumbai Office Buildings `333.74 Lakhs which was purchased in the name of the
Managing Director of the Company. The Company has entered into an “agreement to sell” and has taken GPA
from the Managing Director. The property is yet to be registered in the name of Company.
iv) Freehold land includes `13.79 crores and Flats `14.58 Crore for which agreement to sell and GPA in favour of
the company has been executed and the same have been put to use. The Freehold Land & Flats are yet to be
registered /transferred in the name of the Company.
(v) Capital Work in Progress (Tangible) includes expenses pending capitalisation `0.00 (Previous Year `1785.85
Lakhs).
vi) Refer Borrowing notes XI & XII for properties pledged as security towards borrowings.
vii) Intangible assets life has been revised from 10 years to 8 years in accordance with Ind-AS 38 “Intangible
Assets”. Additional depreciation due to this change in estimates has impacted the P&L account by `2055 Lakhs.
(viii) The interest which has been capitalised in Tangible Assets is in conformity with IND-AS 23 “ Borrowing
Costs”
OPENING BALANCE
DESCRIPTION ADDITIONS CAPITALISED CLOSING BALANCE
(in CWIP Tangible)
INTEREST COST FIXED ASSETS 1,748.04 0.00 1,748.04 0.00
SALARY & WAGES 37.81 37.81 0.00
Freight 0.00 0.00 0.00 0.00

OPENING BALANCE
(in CWIP Tangible)
TOTAL 1,785.85 0.00 1,785.86 0.00
PREVIOUS YEAR 1,969.24 167.02 350.41 1,785.85
(ix) Capital Work In Process (Tangible)
DESCRIPTION OPENING BALANCE ADDITIONS CAPITALISED CLOSING BALANCE

PLANT&MACHINERY 3,653.56 926.70 3,653.56 926.70
ELECTRIC INSTALATIONS 91.24 107.96 91.24 107.96
FACTORY BUILDINGS 643.06 227.12 643.06 227.12
Total 4,387.86 1,261.79 4,387.86 1,261.79
(x) Capital Work In Process (Intangible)

Software in Progress (SAP) 686.53 38.99 725.53
NOTE : II (` in Lakhs)
PARTICULARS As at 31.03.2019 As at 31.03.2018

a) Non-Current investment: (Unquoted Investments)
- Investment in Equity shares of Subsidiaries: (Carried at Cost)

i) Investment in Ind Swift Laboratories Inc., USA
Common Stock (1204 Share, No par Value) 544.10 544.10
Share Application Money pending (1000 $) 0.00 0.44
ii) Investment in Meteoric Life Science Pte. Ltd. Singapore
1000,000 Ordinary Share 367.88 367.88
iii) Investment in Ind Swift Middle East FZE,UAE
Share Capital 441.68 441.68
- Investment in Equity shares of Associates: (Carried at Cost)
i) Investment in Fortune (India) Construction Ltd
48,20,000 Equity Share of `10/- each fully paid up. 482.00 482.00
ii) Investment in Mohali green investment Pvt. ltd
2,40,000 Equity Share of `10/- each fully paid 24.00 24.00
Total 1,859.66 1,860.10



Other Investments : (Carried at FVTOCI)
i) Investment in Essix Biosciences Limited
12,35,000 Equity Share of `10/- each fully paid up.) 767.50 767.50
ii) Investment in Nimbua Green Field (Punjab) Ltd
TOTAL 781.56 781.56
GRAND TOTAL 2,641.22 2,641.66
NOTE : III (` in Lakhs)

Deferred Tax:
The Break Up of Deferred Tax Liabilities/(Assets)
as at March 31, 2019 is as under:
Deferred Tax Liabilities
Taxable Temporary Difference on account of :
Depreciation 10,356.14 11,482.04
Total 10,356.14 11,482.04
Deferred Tax Assets

Provision for Doubtful Debts/Gratuity/Bonus/EL Encashment/ 476.11 498.72
commission
Carried Forward Losses as per Income Tax Act 2,271.02 6,339.87
Funded Interest Term loan & Interest Accrued 0.00 8,160.43
NCD valuation as per IND AS 9,406.80 0.00
Total Deferred Tax Assets 12,153.93 14,999.03
MAT Credit entitlement 6,084.37 6,084.37
Deferred Tax Assets /(Liability) net 7,882.16 9,601.36
Deferred Tax Assets /(Liabilities) Charged to OCI (19.77) 56.49
Deferred Tax Assets /(Liabilities) Charged to P&L A/c (1,699.42) (1,095.70)
During the year no MAT liability arise in view of cluase (iii) of Explanation 1 of sub section 2 of Section 115JB of
Income Tax act, 1961.

NOTE : IV (` in Lakhs)

Other Non - Current Assets
(Unsecured but Considered Good)
(a) Security Deposits 177.50 149.18
(b) Capital Advances
-Related Party 5,461.81 4,975.09
- Others 52.58 1,223.47
Total 5,691.89 6,347.73
NOTE : V (` in Lakhs)

(a) INVENTORIES
(As per inventories taken, valued & certified by the Management)
Raw Materials 5,713.66 6,682.16
Work in Process 15,053.65 14,555.11
Finished Goods* 9,864.37 8,494.73
Goods-in-Transit (Raw material) 1,493.48 1,269.00
Stores & Consumables 793.88 690.33
Total 32,919.04 31,691.33
*Finished Goods inventory includes material lying at port
NOTE : VI (` in Lakhs)

Trade Receivables
- Unsecured Considered good* 33,347.34 38,282.37
33,347.34 38,282.37
*Includes Amounts due from Related Parties 19,311.96 19,923.75


NOTE : VII (` in Lakhs)

Cash and Cash equivalents
Cash balance in hand 8.94 50.32
Bank balances with Scheduled Banks :
Fixed Deposits With Banks* 2,416.25 530.18
Interest accrued but not due on Fixed Deposits 26.02 26.15
Current Accounts 457.44 36.48
Total 2,908.65 6,43.14
*Fixed Deposits With Banks include Margin monies against LC and margin monies against liquid funds for public deposits.
NOTE : VIII (` in Lakhs)

Other Current Assets
(a) Loans and advances (Unsecured but considered good)
-Related Parties* 7,580.74 5,705.66
-Others Advances to Creditors 947.20 1,513.82
(b) Others
-Indirect Taxes Recoverable - Cenvat/Vat /GST 2,094.29 1,209.69
-Advance Custom Duty Paid /Export Incentive Scheme 98.82 68.49
-Advance Tax/TDS 386.05 543.64
-Prepaid Expenses 128.68 95.45
-Advances recoverable in cash or in kind or value to be received 219.65 790.60
Total 11,455.43 9,927.34
* Loans/advances represents advances to Related parties for Business purpose only.
NOTE : IX (` in Lakhs)

SHARE CAPITAL
a) Authorised
Balance as per Last Balance Sheet: 6,000.00 6,000.00
Addition during the year
Nil (Previous Year NIL) Equity share of `10/- Each
6,00,00,000 (Previous Year 6,00,00,000) Equity Shares of `10/- Each 6,000.00 6,000.00

(` in Lakhs)

b) Issued, Subscribed & Paid Up
22,91,938 (5,37,631) Equity share of `10.00 each* 229.19 53.76
4,75,69,190 (Previous Year 4,52,77,252) Equity Shares 4,756.92 4,527.73

of `10/-each fully called up and paid up.
c) Share Forfeited
Share Warrants Forfeited Account 63.23 63.23
Equity Share Forfeited Account(175900 shares in the year 2002-03) 8.67 8.67
71.90 71.90
TOTAL 4,828.82 4,599.62
*The addition during the year includes 519989 shares issued under ESOP scheme 2014 & 1771949 shares issued to
Edelweiss ARC Limited as per MRA dated 7-6-2018.
d) List of shareholder holding more than 5% shares:
Name No. of shares No. of shares

As on 31.03.2019 As on 31.03.2018
Ind-Swift Ltd 94,99,720 (19.97%) 94,99,720 (20.98%)
Essix Biosciences Ltd 1,28,27,787 (26.97%) 1,28,27,787 (28.33%)
e) Share Based Payments
The ESOP scheme titled "ESOP 2014” of the Company, was approved by the shareholders on September 30, 2014.
25,00,000 options are covered under the plan . The Company has granted 16,00,000 options till date to its eligible
employees. The vesting period of these options is three years with each option convertible into one equity share
of `10/- each .
During the Financial year 2018-19 company has allotted 5,19,989 shares against options exercised by the employees
under "ESOP 2014"
As per Ind- AS 102 "Share Based Payments" if the company is unable to measure the fair value of services rendered
by employees, it has to value the cost of Employee stock option plans considering the value of equity instruments
granted, Fair value calculation of equity instrument granted is based on market price of equity share instruments,
In previous GAAP Company is already calculating the Intrinsic value on basis of market price of Equity shares and
given the company is unable to reliably estimate the fair value of services Company's accounting treatment of
Share Based Payments is in compliance with Ind-AS 102.


The details as to the ESOP exercised during the year is as under :
PARTICULARS 2018-19 2017-18

ESOP Details
No. of options outstanding at the beginning of the year 5,43,109 10,80,740
No of Options Granted during the year 0 0
No. of options exercised during the year 5,19,989 5,37,631
No. of Shares allotted during the year pursuant to exercise of options 5,19,989 5,37,631
Exercise Price `10.00 `10.00
Intrinsic Value `28.58 `28.58
No. of options lapsed during the year 23,120 Nil
No. of options o/s at the end of the year NIL 5,43,109
NOTE : X (` in Lakhs)

Other Equity
(A) Reserves & surplus
(a) Capital Reserves :
State Subsidy
Opening Balances:- 27.54 30.08
Less:- Amortisation during the year 2.53 2.53
25.01 27.54
(b) Capital Redemption Reserve 0.02 0.02
(c) Employee Stock Option Outstanding 0.00 155.22
(d) Securities Premium
Opening Balance 23,206.66 23,053.01
Addition during the year 1,132.04 153.65
24,338.71 23,206.66
(e) Revaluation Reserve
Opening balance 25,402.18 26,828.50
Addition (decrease) during the year 0.00 0.00
Less: Depreciation charges on revalued assets trf to General reserve 1,422.40 1,426.31
23,979.78 25,402.18


(f) General Reserve
As per Last Balance Sheet 9,463.81 8,037.50
Add: Trf from ESOP 6.61 -
Add: Dep on revalued assets Deducted from Revaluation Reserves 1,422.40 1,426.31
10,892.83 9,463.81
(g) Retained Earnings
As per Last Balance Sheet (8,388.91) (10,151.36)
Add: Profit(Loss) for the year closing 4,807.39 1,762.45
Closing (3,581.52) (8,388.91)
Total (A) 55,654.82 49,866.53
(B) Items of other Comprehensive Income

a)Remeasurement of the defined benefits liabilities /(assets)
Opening balance (128.96) (2.65)
Add/(Less): Movement during the year(net of Tax) 44.21 (126.32)
Closing Balance (84.75) (128.96)
TOTAL (B) (84.75) (128.96)
TOTAL OTHER EQUITY(A+B) 55,570.07 49,737.57
NOTE : XI (` in Lakhs)

Secured Loans
(a) (i)Non Convertible debenture 74,999.25 -
(ii)Optional Convertible debenture 7,544.08 -
(b)Term Loans
From Banks - 50,172.42
From other parties 12,842.51 224.65
UnSecured Loans:-
(i) Public Deposits 1,172.09 1,652.43
Total 96,557.92 52,049.50



(b) Provisions
(i) Gratuity Payable 1048.10 933.18
(ii) Compensated absences 385.99 399.06
Total 1,434.09 1,332.23
NOTE : XII (` in Lakhs)

Current Liabilities
Secured
(i) Borrowings for working capital. 6,398.93 27,897.80
Unsecured
(ii) Others 1,752.67 1,701.38
(III) Loans From Directors 99.00
Total 9,251.51 31,131.14
(a) Maturity profile of term Loans:-

Secured loan from Banks /ARC outstanding as on 31.03.2019
Particulars & Interest Rate Amount Instalment Due After Interest

(In Lakhs) F.Y 2019-20 F.Y 2019-20 Rate (%)
NCD (Edelweiss) 72,600.00 0.00 72,600.00 10.00
OCD (Edelweiss) 7,544.07 0.00 7,544.07 10.00
Asset Reconstruction Company (India) Ltd 1,472.51 328.96 1,143.55 9.00
Edelweiss Asset Reconstruction Company Ltd (Trustee) 12,699.00 1,000.00 11,699.00 9.00
Edelweiss Asset Reconstruction Company Ltd 350.00 350.00 0.00 20.00
Term Loan - BOI ECB 1,151.78 1,151.78 0.00 6.95
SC LOWY Asset Management(HK) Limited 2,905.19 2,905.19 0.00 N.A.
Total 98,722.56 5,735.94 92,986.62
(b) For the loans assigned to Edelweiss Assets of `132 Crores @ 9% p.a payable in 23 quarterly
Reconstruction Company Limited (EARCL) in the instalments starting from 30.09.18. In addition
previous years, the company has executed Master to the above mentioned term loan, the company
Restructuring Agreement dated 07.06.2018 with has allotted 1771949 equity shares of `10 each at
EARCL on behalf of the EARCL trusts resulting in premium of `55.50 per share.
the existing debts of the company restructured.
(c) During the year the company has raised funds of
Accordingly existing debt of `217.78 Crores is
`424.50 crores through private placement of 10%
restructured/merged/converted into term loan

Secured Listed Rated Redeemable, 4245 Numbers investment limited `29.05 crores ; Edelweiss
of Non- Convertible Debentures @ `10 Lakhs each Assets Reconstruction Company limited debt of
redeemable at premium at the end of 6 years so `130.49 crores is secured as under :
that the total IRR on the amount so raised shall be
(i)) a first ranking pari passu charge over the entire
20 % and also raised a sum of `75.44 crores through
fixed assets (both present and future) of the
private placement of 11517670 numbers of Optionally
borrower by way of an equitable mortgage, in
Convertible Debentures of `10 each at a premium of
favour of " Security trustee 1 " for the benefit of
`55.50 per OCD at the coupon rate of 10 % p.a. with
the respective lenders and
an option of conversion of one OCD into one equity
share at any time upto eighteen months from the (ii) a second ranking pari passu charge over the
date of allotment at a reference price of `65.50 per entire current assets on the borrower in favour
share. The proceeds from the issue of NCD & OCDs of " Security trustee 2 " for the benefit of the
were utilised mainly for the settlement of the respective lenders and
outstanding debt of SBI and other banks as agreed
with EARCL. (iii) unconditional and irrevocable on demand
personal guarantee from each promoter to
(d) Further the NCDs are valued at `726.00 crores in the the extent of their respective net worth in the
books in compliance to the IND-AS 109”Financial form acceptable to the lenders and the security
Instruments” resulting in an expense of `301.50 Trustee 1 in the favour of the " Security Trustee 1"
Crores on account of De-recognition of liabilities for benefit of the respective lenders and
has been provided in the books under the head
exceptional items as on 31.03.2019. (iv) unconditional and irrevocable on the demand
corporate guarantee from each of the affiliate
(e) PUBLIC DEPOSIT RESTRUCTURING companies in the form acceptable to the lenders
and the "Security Trustee 1" in the favour of
Under the provisions of the Companies Act, 2013,
the "Security Trustee 1" for the benefit of the
the Company has got its Public Deposit Scheme
respective lenders and
restructured vide its order No. C.P 27/01/2013 of
company law board. Dated 30.09.2013 through (v) Pledge of Promoters Group Shareholding in the
Hon'ble Company Law Board. The Company has borrower (2,15,56,851 no of shares out of the fully
been granted extension of time in repayment of diluted equity share capital of the borrower as on
these deposits. During the current year the company the effective date), free of all encumbrances.
has made repayment of fixed deposits and interest
amounting to `1400.91 Lakhs Note: The Company has appointed M/s Vistra (ITCL)
Limited as Debenture Trustee for the benefit
f) DETAIL OF CHARGES ON ASSETS of the NCDs and OCDs & M/s IDBI Trusteeship
Services limited as the Security Trustee to hold
(1) The Non Convertible Debenture (NCD) of `424.50
the Security on behalf of all the lenders including
crores ; Optionally Convertible Debenture (OCDs)
the NCD and OCD holders. The same is in process
of `75.44 crores ; Bank of India-ECB `11.52 Crores,
and will be completed in current financial year.
Asset Reconstruction Company India limited
(ARCIL) debt of `14.72 crores ;SC lowy primary


2) Bank borrowings for working capital `63.99 crores respective net worth in the form acceptable to the
(P.Y. `54.95 Crores) from Bank of India & I.D.B.I., are lenders and the security Trustee in the favour of
secured by :- the " Security Trustee " for benefit of the respective
lenders and
(i) a first ranking pari passu charge over the entire
(iv) unconditional and irrevocable on the demand
current assets on the borrower in favour of " Security
corporate guarantee from each of the affiliate
trustee " for the benefit of the respective lenders and
companies in the form acceptable to the lenders
(ii) a second ranking pari passu charge over the and the "Security Trustee " in the favour of the
entire fixed assets (both present and future) of the "Security Trustee " for the benefit of the respective
borrower by way of an equitable mortgage, in favour lenders and
of " Security trustee " for the benefit of the respective (v) Pledge of Promoters Group Shareholding in the
lenders and borrower (2,15,56,851 no of shares out of the fully
(iii) unconditional and irrevocable on demand personal diluted equity share capital of the borrower as on
guarantee from each promoter to the extent of their the effective date), free of all encumbrances.
NOTE : XIII (` in Lakhs)

Trade Payable:
(i) Raw Material 8,869.81 8,514.41
(ii) Other Creditors 2,700.31 3,144.07
Total 11,570.12 11,658.48
NOTE : XIV (` in Lakhs)

Other Current Liabilities:
(i) Advances from Customers 173.81 658.23
(ii) Advance from Related Party 868.44 198.64
(iii) Statutory Liabilities 227.89 237.45
(iv) Expenses Payable 856.05 815.56
(v) Current Maturity of Term Loan From Banks/financial institution 5,735.94 25,125.77
(vi) Interest accrued on bank borrowing & Others 3,275.81 22,158.71
Total 11,137.94 49,194.36
i) Statutory Liabilities include TDS/TCS payable, ESI Payable, PF payable, Labour welfare Payable, GST Payable,
professional tax etc.
ii) Expenses payable include Salary, wages, Bonus, Short term compensated absences and gratuity payable, Audit
Fees, Electricity Exp payable etc.

NOTE : XV
REVENUE FROM OPERATIONS
1. Disaggregated revenue information
Set out below is the disaggregation of the Company’s revenue from contracts with customers:
(` in Lakhs)
PARTICULARS Year ended 31.03.2019 Year ended 31.03.2018

Type of goods or service
Sales of APIs
Sale of manufactures Products 72,408.08 73,093.38
Sale of traded Products 34.68 35.95
Revenue from contracts with customers TOTAL 72,442.76 73,129.33
Revenue within India 20,803.09 22,876.52
Revenue Outside India 51,639.67 50,252.81
Timing of revenue recognition
Goods transferred at a point in time 72,442.76 73,129.33
Note : Revenue from operations for the year ended March 31 2019 includes excise duty NIL (Previous Year INR
296 Lakhs. From 1 July 2017 onwards the excise duty and most indirect taxes of India have been replaced
with Goods & service Tax (GST). The company collects GST on behalf of the Government. Hence, GST is
not included in Revenue from operations. In view of the aforesaid change in indirect taxes, Revenue from
operations year ended March 31,2019 is not comparable with March 31,2018.
2. Contract balances
The following table provides information about receivables, contract assets and contract liabilities from contracts
with customers
(` in Lakhs)

Contract Assets
Trade receivables 33,347.34 38,282.37
Contract liabilities
Advances from customers 173.81 658.23


3. Reconciling the amount of revenue recognised in the statement of profit and loss with the contracted price
(` in Lakhs)

Revenue as per contracted price 72,774.03 73,612.21
Adjustments
Sales return 331.27 482.88
Revenue from contract with customers NET TOTAL 72,442.76 73,129.33
4. The transaction price allocated to the remaining performance obligation (unsatisfied or partially unsatisfied) as
at March 31, 2019 are, as follows
(` in Lakhs)

TOTAL 173.81 658.23
NOTE : XVI (` in Lakhs)

OTHER INCOME
Export Incentive & other Operating Income 2,188.83 1,439.29
Interest Income 257.82 384.62
Dividend Income
-Subsidiaries 1,008.47
Other Non operating Income 291.23 13.96
Total 3,746.35 1,837.87
NOTE : XVII (` in Lakhs)

EXPENSES
COST OF MATERIAL CONSUMED/SOLD
Opening Stock 7,951.16 8,392.60
Add :-
Purchases 37,980.94 34,463.43
Excise Duty Paid 0.00 296.42
45,932.10 43,152.45
Less: Closing Stock 6,735.34 7,951.16
Total 39,196.76 35,201.28

NOTE : XVIII (` in Lakhs)

INCREASE /DECREASE IN INVENTORY
Opening Stock
Work in Process 14,555.11 16,897.29
Finished Goods 8,494.73 8,423.04
23,049.84 25,320.33
Closing Stock
Work in Process 15,053.65 14,555.11
Finished Goods/Stock in Trade 9,864.37 8,494.73
24,918.02 23,049.84
Total 1,868.19 -2,270.50
NOTE : XIX (` in Lakhs)

EMPLOYEE BENEFITS EXPENSES
Directors Remuneration
--Salary & Allowances 407.70 407.68
--Contribution to P.F. 0.65 0.65
Salary & Allowance 1,765.90 1,905.98
Salary & Wages 6,419.67 5,969.70
P.F. & Other Funds 294.54 283.64
Staff Welfare Expenses 110.45 107.71
Recruitment Expenses 4.00 7.05
Gratuity Premium 184.63 183.01
Training & Development Expenses 0.83 3.62
ESOP 0.00 61.53
Total 9,188.38 8,930.58


In terms of the provisions of the Section 197 of the Companies Act,2013 as amended by the Companies Amendment
Act, 2017, the shareholders in their Extra-Ordinary General Meeting held on 11th February, 2019, have approved
the waiver of the excess remuneration paid to Sh.N.R.Munjal, Chairman and Managing Director (`4.86 cr.), Sh.
Himanshu Jain, Jt. Managing Director (`4.86 cr.) & Sh. Rishav Mehta, Executive Director (`1.44 Cr.) from 23-03-2015
to 22-03-2018. The shareholders have also accorded their approval to the payment of remuneration to all these
directors for the period from 23-03-2018 till 22.03.2021 for amount upto of `25 Lakhs, 25 Lakhs and 20 Lakhs per
month respectively even in case the same exceeds the limit specified under the Schedule V of the Companies Act,
2013.
NOTE : XX (` in Lakhs)

FINANCE COST
Interest on Term Loans 1,340.17 2,010.97
Interest on Debentures 6,425.07 0.00
Interest on Working Capital 630.72 682.26
Bank Charges & Others 824.27 870.55
Forex Fluctuations-Expenses (gain) -887.89 -732.40
Total 8,332.34 2,831.38
NOTE : XXI (` in Lakhs)

DEPRECIATION & AMORTISATION EXPENSES
Depreciation 10,404.77 8,661.61
Total 10,404.77 8,661.61

NOTE : XXII (` in Lakhs)

OTHER EXPENSES
MANUFACTURING EXPENSES
Job Work Charges 385.29 562.29
Power, Fuel & Water Charges 3,744.02 2,957.90
Stores & Spares 1220.47 1537.81
Repair & Maint. :
Plant & Machinery 295.03 449.30
Buildings 201.35 532.50
Electrical 170.98 111.77
Other Manufacturing Expenses 172.12 121.84
Total 6,189.25 6,273.41
ADMINISTRATIVE & OTHER EXPENSES

Travelling & Conveyance 163.04 174.15
Auditors Remuneration :
--Audit Fees 4.00 4.00
--Certification Fees 1.00 1.00
--Out of Pocket Exp. 1.22 1.29
Office Rent 57.11 54.57
Rate fee & Taxes 61.87 66.57
Insurance Charges 338.63 227.70
Legal & Professional Charges 333.86 364.76
Printing & Stationary 105.02 88.80
Vehicle Running & Maint. 210.61 197.69
Telephone & Postage 42.37 53.82
Office Expenses 71.31 76.90
Charity & Donation 3.89 5.94
Listing Fees 9.35 7.13
Books & Periodicals 0.83 0.97
Meeting, Membership & Subscription Fees 30.63 22.09
Security Expenses 105.65 109.53
Repair & Maintenance-General 81.12 143.03
Other Expenses 30.28 30.79
TOTAL 1,651.78 1,630.74


(` in Lakhs)

SELLING & DISTRIBUTION EXPENSES
Advertisement & Publicity 1.22 3.27
Business Promotion 269.71 259.88
Commission on Sales 1,204.42 1,837.19
Packing Material 389.57 358.16
Freight Outward 561.94 584.59
ECGC Premium 2.43 0.00
Other expenses 1.50 15.03
TOTAL 2,443.16 3,075.38
RESEARCH & DEVELOPMENT EXPENSES(DB)

Salary & Wages (R&D) 147.06 136.38
Administration Expenses 0.00 0.94
Consumables, Chemicals & Regents 392.68 373.45
Technical Study & Consultancy & Product registration 34.95 2.40
TOTAL 574.69 513.16
RESEARCH & DEVELOPMENT EXPENSES(Mohali)

Raw Material,Consumables, Lab Chemicals & Regents 426.06 1,465.13
Salary & Wages 822.16 756.18
Utility & Running/Maint Expenses 93.55 102.81
Analytical Fees & Study 9.86 24.54
Finance & Interest Charges 3.59 -27.30
Patent Filling 8.51 4.01
Administrative Expenses 133.48 167.92
TOTAL 1,497.20 2,493.29
Loss on Sale of Fixed Assets 3.49 -0.22

Provision for Doubtful Debts 0.00 0.00
TOTAL 3.49 -0.22
Grand Total-Note No XXII 12,359.59 13,985.76

NOTE : XXIII (` in Lakhs)
2018-19 2017-18
CONTINGENT LIABILITIES NOT PROVIDED FOR:
a. Letter of Credit against purchase of raw material:
-Domestic 418.94 192.60
-Import 3,507.81 4,007.01
b. Bank Guarantees
-Inland 30.00 37.06
-Foreign Currency 0.00 0.00
c. Export obligation in respect of custom duty : 1,282.06 1,024.35
d. Contingent Liabilities in respect of unassessed/ assessed Unascertained Unascertained
(Pending in Appeal) cases of Income Tax, Excise Duty, Sales
Tax and Service Tax.
e. Corporate guarantees given on behalf of (To the extent Utilized)
Essix Biosciences Ltd 1,787.36 2,072.26
Halcyon Life Science Pvt Ltd 0.00 2,558.19
NOTE : XXIV Estimated amount of contracts remaining to be executed on capital account and not provided for
(Net of advances) ` 136.15 Lakhs (P.Y. `380.82 lac)
NOTE : XXV In the opinion of the Board, the Current Assets, Loans & Advances shown in the Balance Sheet
have a value on realisation in the ordinary course of business at least equal to the amount at
which they are stated.
NOTE : XXVI Other expenses under head administrative expenses includes `5,70,000.00 (Previous Year
`3,30,000.00) paid to directors as sitting fee.
NOTE : XXVII Earning per share is calculated as shown below:- (` in Lakhs)
F.Y. 2018-19 F.Y. 2017-18

Profit available for Basic EPS (A) 4,807.39 1,762.45
Interest on OCDs (net of Tax) (B) 363.64 0.00
Profit available for Diluted EPS (A-B) 4,443.75 1,762.45
For Basic Earning
No of weighted average equity shares 46760170 45068091
For Diluted Earning
No of weighted average of Diluted Equity Shares 54648985 45068091
Nominal Value of Equity Share 10.00 10.00
Earning Per Share (`)
Basic 10.28 3.91
Diluted 8.13 3.91


NOTE : XXVIII In accordance with IND-AS 24, 'Related Party Disclosures', issued by the Institute of Chartered
Accountants of India, the Company has compiled the following information :
a. List of related parties and their relationship
Subsidiary Companies Ind Swift Laboratories Inc. USA

Ind-Swift Middle East FZE (UAE)
Meteoric Life Science Pte Ltd.,Singapore
Associate Companies Fortune(India) Constructions Ltd.
Mohali Green Environment Private Limited
Key Management personnel/Directors Sh. N.R. Munjal, Chairman cum Managing Director
Sh. S.R. Mehta, Non-Executive Chairman
Sh. Himanshu Jain, Jt. Managing Director
Sh. Rishav Mehta, Director
Dr. G.Munjal, Director
Dr. V.R.Mehta, Director
Mr. Gagan Aggarwal, Chief Financial Officer
Sh. Pardeep Verma, AVP- Compliance & CS
Others (Entities in which KMP or their relative is a 3M Advertisers & Publishers Ltd.
Director; or KMP or their relative exercises control
Dashmesh Medicare Private Limited
Essix Biosciences Limited
Halcyon Life Sciences Pvt Ltd.
Ind Swift Limited
Mansa Print & Publishers Limited
Nimbua Green Field (Punjab) Limited
Punjab Renewable Energy Pvt Ltd.
Saidpura Envirotech Private Limited
Swift Fundamental Research & Education Society
Vibrant Agro Industries Limited

(` in Lakhs)
Particulers Associates Others (Entities in which Subsidiary

KMP or their relative is a
Director; or KMP or their
relative exercises control
Nature of Transactions 2018-19 2017-18 2018-19 2017-18 2018-19 2017-18
1) Transactions during the year
Purchase - - 7,856.30 6,529.83 - -
Sales - - 7,990.60 9,084.93 1,383.99 3,568.08
Dividend received - - - - 1,008.47 -
Expenses - 175.97 629.80 1,012.44 3.64 3.19
Service taken/Capital Exp. 21.44 298.75 19.18 - - -
Income Recd. - - - - - -
Equity Contribution - - - - - -
Investment Purchased - - - - - -
Corporate Gurantee Given - - 1,787.36 4,697.55 - -
(To the extent utilised) - - - - - -
2) Outstanding - - - - - -
Balances as on 31.03.19 - - - - - -
Share Capital - - 2,232.75 2,232.75 - -
Investment 506.00 506.00 781.56 781.56 1,353.66 1,354.10
Loan & Advances Given 51.88 51.88 7,528.86 5,757.53 - -
Debtors - - 19,263.14 19,923.75 (819.62) (364.75)
Capital Advances 5,461.81 4,975.09 - - - -
NOTE : XXIX The balance in the parties accounts whether in debit or credit are subject to confirmation,
reconciliation and adjustment. The impact of the same on the accounts at the year end is
unascertainable .
NOTE : XXX Company has not received intimation from supplier regarding the status under Micro, Small and
Medium Enterprises Development Act 2006 and hence disclosures, if any, relating to amounts
unpaid as at the year end together with the interest paid/payable as required under the said Act
have not been given.
NOTE : XXXI Detail of Auditor's Remuneration (i.e. payment to Auditors)
Particulars F.Y. 2018-19 F.Y. 2017-18
Audit Fees 4,00,000 4,00,000
Certification Fees 1,00,000 1,00,000
5,00,000 5,00,000


NOTE : XXXII Loans & Advances include `15.16 Lakhs (P.Y 7.53 Lakhs) due from CFO. Maximum amount due
during the year is `15.16 Lakhs(P.Y. 15.16 Lakhs) and `12.67 Lakhs (P.Y 12.67 Lakhs) due from
Company Secretary. Maximum amount due during the year is `12.67 Lakhs (P.Y. 12.67 Lakhs)
NOTE : XXXIII (a) The company has not provided quantitive information under clause 2(5) in view of the
exemption granted by central Government vide their notification no. 301 dated 08.02.2011.
2018-19 2017-18
(b) C.I.F. Value of Imports :-(amount in `)
(i) For Raw Material 17,292.72 15,315.57
(ii) For Capital Goods 258.76 236.57
(c) Expenditure in Foreign Currency :(amount in `)
Interest 137.96 175.55
Others 1,186.82 1,163.67
Total 1,324.78 1,339.21
(d) Earnings in Foreign Currency (Amount in `)
FOB Value of Goods 48,046.49 45,423.78
Other Income received 1,008.47 0.00
NOTE : XXXIV Unpaid dividend as on 31.03.2019 is `3.13 Lakhs (Previous year `6.38 Lakhs). During the financial
year, an amount of `3.25 Lakhs transferred to central government account (IEPF) on account of
unpaid dividend for the financial year 2010-11.
In compliance with section 124 (6) of Companies Act, 2013, 85791 Shares in respect of which
dividend has not been paid or claimed more than seven consecutive years or more was
transferred to IEPF in FY-18-19.
NOTE : XXXV Expenditure on Research & Development

(` in Lakhs)
2018-19 2017-18
a) Addition in Tangible Assets -DB Unit 58.97 255.69
b) Addition in Fixed Assets - Mohali Unit 240.39 36.57
c) Debited to Profit & Loss Account as per Annexure XXII(R&D Mohali 1,497.20 2,493.29
Unit)
d) Debited to Profit & Loss Account as per Annexure XXII(DB Unit)d 574.69 513.16
e) Depreciation 5,013.53 3,929.72
The Depreciation related to research & development is clubbed under respective head in profit & loss account.

Note : XXXVI In accordance with Ind AS 10 "Events after reporting period", we are disclosing that the company
has set-aside an amount of `1,650.00 lakhs for their ongoing litigations.
Note : XXXVII Company has classified the following as Exceptional Items:-

(a) Income on account of balances write back of `42,857.55 Lakhs on account of One Time
Settlment with Banks & financial institution.
(b) Expense amounting to `30,150.00 Lakhs on account of de-recognition of liabiliaties by
issuance of NCDs in view of IND-AS 109.
(c) Income on account of Insurance claim amounting to `857.69 lakhs against Fire Loss of
Profit Policy and loss of `161.17 lakhs on account of other insurance claims settled with
SBI Insurance Co Ltd.
(d) Expense on account of old outstanding debit and credit balances debtors and creditors
written off, amounting to `5,110.00 Lakhs.
Note : XXXVIII Due to inadequacy of Profits in terms of Section 71 (4) of the Companies Act, 2013, the Company
is not able to create Debenture Redemption Reserves (DRR) as required to be created out of the
Profits of the Company.
Note : XXXIX SEGMENT REPORTING

The Company operates only in one business segment viz. Bulk Drugs & Pharmaceuticals. However the figures in
Segment Reporting is based on geographical location of its customers.
(` in Lakhs)
In India Outside India Total

REVENUE 20,803 51,640 72,443
(22,877) (50,253) (73,130)
RESULTS 7,206 19,119 26,324

(8,524) (17,957) (26,481)
Less: Financial Expenses 8,332

(2,831)
Less: Unallocated Expenses 23,525

(22,629)
Add: Operating Income 3,746

(1,838)
Add Exceptional Items 8,294
(130)


Less: Income Tax Provision -

-
Add: Mat Credit entitlement -
-
Add: Deferred Tax -1,699
(-1,096)
Profit\(Loss) after Tax 4,807

(1,762)
OTHER INFORMATION
SEGMENT ASSETS 29,744 9,295 39,039
(35,381) (9,249) (44,630)
UNALLOCATED ASSETS 15,1311

(1,55,073)
TOTAL ASSETS 1,90,350

(1,99,703)
SEGMENT LIABILITIES 8,905 2,665 11,570
(8,771) (2,887) (11,658)
UNALLOCATED LIABILITIES 1,78,780

(1,88,044)
TOTAL LIABILITIES 1,90,350

(1,99,702)
CAPITAL EXPENDITURE (1,526)

(2,116)
DEPRECIATION 10,405
(8,662)

NON CASH EXPENSES OTHER THAN DEPRECIATION 3.49

(0.22)
NOTES:-
1 Geographical Segments
The segment reporting is performed on the basis of the geographical location of customers.
The management views the Indian market and export markets as distinct geographical segments.
2 Segment assets & liabilities

Segment assets consists of debtors, other non-current assets and the segment liabilities consists of creditors.
3 The figures in brackets are in respect of previous year.
NOTE : XL Post employment Benefits

(i) Defined Contribution Plans:
The Company makes contributions towards provident fund to a defined contribution retirement benefit plan for
qualifying employees. Under the plan, the Company is required to contribute a specified percentage of payroll cost
to the retirement benefit plan to fund the benefits.
ii) Defined Benefit Plan:
A) The Company makes annual contributions to the Group Gratuity cum Life Assurance Schemes administered by
the LIC, a funded defined benefit plan for qualifying employees. The scheme provides for payment as under:
a) On normal retirement/early retirement/withdrawal/resignation: As per the provisions of the Payment of

Gratuity Act, 1972 with vesting period of 5 years of service.
b) On death in service:
The present value of the defined benefit obligations and the related current service cost and past service cost,
were measured using the Projected Unit Credit Method. Based on the actuarial valuation obtained in this respect,
the following table sets out the status of the gratuity plan and the amounts recognised in the Company’s financial
statements as at the Balance Sheet date:


Amount of Expenses Recognised is as follows
For the period ending

PARTICULARS
31-Mar-19 31-Mar-18
In Income Statement 1,84,63,330 1,83,00,672
In Other Comprehensive Income -63,98,933 1,82,80,260
Total Expenses Recognised during the period 1,20,64,397 3,65,80,932
Movements in the present value of the defined benefit obligation are as follows:

PARTICULARS
31-Mar-19 31-Mar-18
Present Value of Obligation as at the beginning 10,36,37,494 6,96,18,790
Current Service Cost 1,13,76,233 80,97,740
Interest Expense or Cost 78,70,858 52,87,272
Re-measurement (or Actuarial) (gain)/loss arising from :
- change in demographic assumptions -1,54,68,601
- change in financial assumptions -71,41,910 3,59,45,782
experience variance (i.e. Actual experience vs. assumptions) 1,02,853 -28,11,792
- others -
Past Service Cost 58,55,508
Effect of change in foreign exchange rates -
Benefits Paid -1,02,2511 -28,87,205
Acquisition Adjustment -
Effect of business combinations or disposals -
Present Value of Obligation as at the end 11,48,23,017 10,36,37,494
Bifurcation of Present Value of Obligation at the end of the year as per revised Schedule III of the Companies Act,
2013
As on 31-Mar-19 As on 31-Mar-18
Current Liability (Short term) 1,87,74,177 1,53,53,900
Non-Current Liability (Long term) 9,60,48,840 8,82,83,594
Present Value of Obligation 11,48,23,017 10,36,37,494

Movements in the fair value of the plan assets are as follows:

PARTICULARS
31-Mar-19 31-Mar-18
Fair Value of Plan Assets as at the beginning 1,03,19,977 1,23,75,205
Investment Income 7,83,761 9,39,848
Employer's Contribution 5,71,991 5,07,000
Employee's Contribution -
Benefits Paid -10,22,511 -28,87,205
Return on plan assets, excluding amount recognised in net interest -6,40,124 -6,14,871
expense
Fair Value of Plan Assets as at the end 1,00,13,094 1,03,19,977
Expenses Recognised in the Income Statement is as follows

PARTICULARS
31-Mar-19 31-Mar-18
Loss/(Gain) on settlement -
Net Interest Cost/(Income) on the Net Defined Benefit Liability/(Asset) 70,87,097 43,47,424
Expenses Recognised in the Income Statement 1,84,63,330 1,83,00,672
Expenses Recognised in the Other comprehensive income is as follows

PARTICULARS
31-Mar-19 31-Mar-18
Actuarial (gains)/losses
- change in demographic assumptions (1,54,68,601)
-experience variance (i.e. Actual experience vs. assumptions) 1,02,853 (28,11,792)
- others -
Return on plan assets, excluding amount recognised assumptions) 6,40,124 6,14,871
Re-measurement (or Actuarial) (gain)/loss arising because of change -
in effect of asset ceiling
Components of defined benefit costs recognised in because of change -63,98,933 1,82,80,260


The principal financial assumptions used in the valuation are shown in the table below:
PARTICULARS As on 31-Mar-19 As on 31-Mar-18

Discount rate (per annum) 7.25% 7.60%
Salary growth rate (per annum) 8.50% 10.00%
The discount rate indicated above reflects the estimated timing and currency of benefit payments. It is based on
the yields/rates available on applicable bonds as on the current valuation date.
The salary growth rate indicated above is the Company's best estimate of an increase in salary of the employees
in future years, determined considering the general trend in inflation, seniority, promotions, past experience and
other relevant factors such as demand and supply in employment market, etc.
The amount included in the balance sheet arising from the entity's obligation in respect of its defined benefit plans
is as follows

Fair Value of Plan Assets 1,00,13,094 1,03,19,977
Surplus/(Deficit) -10,48,09,923 -9,33,17,517
Effects of Asset Ceiling, if any
Net Asset/(Liability) -10,48,09,923 -9,33,17,517
iii) Compensatory absences

Actuarial Valuation for Compensated Absences is done as at the year end and the provision is made as per
Company rules with corresponding charge to the Statement of Profit and Loss amounting to `172.51 lakhs
(Previous Year 54.08 lakhs) and it covers all regular employees. Major drivers in actuarial assumptions,
typically, are years of service and employee compensation.
NOTE : XLI Previous year figures have been regrouped, rearranged wherever considered necessary for
comparison.

DIN-00015096
CA Avishkar Singhal

NOTE : XLII SIGNIFICANT ACCOUNTING revalued cost net of tax credit wherever eligible.
POLICIES:- Cost includes all expenses and borrowing
cost attributable to the project till the date of
1 BACKGROUND
commercial production/ready to use.
Headquartered in Chandigarh, India, Ind-Swift
2.2.2 DEPRECIATION /AMORTIZATION
Laboratories Ltd is a public limited company
incorporated on 04 Jan, 1995 under the provision Depreciation is recognised so as to write off
of companies Act, 2013. Company is global the cost of assets (other than freehold land and
manufacturer of APIs, Intermediates and properties under construction) less their residual
formulations (through group collaboration). values over their useful lives, using the straight-
Having commenced operations in 1997 as an API line method. The estimated useful lives, residual
manufacturer, the Company continued to focus on values and depreciation method are reviewed at
this business domain as its key business driver. the end of each reporting period, with the effect
Currently, it is one of the leading API manufacturers of any changes in estimate accounted for on a
in India with a presence in high-value, high-growth prospective basis. Depreciation is provided on
therapeutic segments. straight line method at the rates specified in
schedule II of the Companies Act 2013 on pro rata
2.1 STATEMENT OF COMPLIANCE
basis and the assets having the value upto `5000
The standalone financial statements have been have been depreciated at the rate of 100%. Lease
prepared in accordance with Indian Accounting hold Land is amortized over the period of lease.
Standards (“Ind AS”) notified under the Companies The policy of company is to provide depreciation
(Indian Accounting Standards) Rules, 2015 and on the Buildings, Plant & Machinery and Other
Companies (Indian Accounting Standards) Fixed assets from the date of commercial
Amendment Rules, 2016, as applicable. For periods production/ ready to use.
up to and including the year ended March 31, 2017,
2.2.3 INVESTMENT PROPERTY
the Company prepared its financial statements in
accordance with the then applicable Accounting "Properties that is held for long-term rentals
Standards in India (‘previous GAAP’). or for capital appreciation or both, and that
is not occupied by the Group, is classified as
2.2 BASIS OF MEASUREMENT
investment property. Investment property
The standalone financial statements have been is measured initially at its cost, including
prepared on the historical cost basis except for: - related transaction costs and where applicable
certain financial assets and liabilities. borrowing costs. Subsequent expenditure is
capitalised to the asset's carrying amount only
2.2 PROPERTY PLANT & EQUIPMENT when it is probable that future economic benefits
associated with the expenditure will flow to the
2.2.1 COST OF PROPERTY PLANT & EQUIPMENT
group and the cost of the item can be measured
All Property, plant and equipment held for use in reliably. All other repairs and maintenance costs
the production or supply of goods or services, or are expensed when incurred. When part of the
for administrative purposes, are valued at cost/ investment property is replaced, the carrying
amount of the replaced part is derecognised.


Investment property are depreciated using the 2.4 INVENTORIES

straight line method over their estimated useful
Inventories are valued at lower of cost and net
lives.
realisable value, Cost includes all charges in bringing
On transition to Ind AS, the Group has elected the goods to point of sale. Cost is determined as
to continue with the carrying value of its follows.
investment property recognised as at April 1,
2.4.1 Raw Materials and stores and spares are valued
2016 measured as per the previous GAAP and
on FIFO basis.
use that carrying value as the deemed cost of
investment properties. 2.4.2 Work in Process is valued at estimated cost
basis and an appropriate share of production
2.2.4 INTANGIBLE ASSETS (OTHER ASSETS)
overheads or net realisable value whichever is less.
Intangible Assets with definite useful lives
2.4.3 Finished Goods are valued at cost and an
are subject to amortization and are reviewed
appropriate share of production overheads or net
to determine whether there is any indication
realisable value whichever is less.
that carrying Value of these assets may not be
recoverable . Management judgment is required 2.5 REVENUE RECOGNITION
in the area of intangible assets loss particularly
in assessing : The Company derives revenues primarily from sale
of API business.
Whether an event has occurred that may
indicate that the related assets values may not Ind AS 115 “Revenue from Contracts with Customers”
be recoverable or provides a control-based revenue recognition model
Whether the carrying value of an intangible and provides a Five step application approach to be
assets can be supported by the recoverable followed for revenue recognition.
amount, being the fair value less costs to sell or 1. Identify the contract(s) with a customer;
net present value of future cash flows which are
2. Identify the performance obligations;
estimated based upon the continued use of the
asset in the group . 3. Determine the transaction price;
Useful Lives of Intangible assets: Intangible 4. Allocate the transaction price to the performance
assets related to R&D are amortised over the obligations;
period of 8 years on straight line method.
5. Recognise revenue when or as an entity satisfies
2.3 BORROWING COSTS performance obligation.
Borrowing costs that are directly attributable to the Revenue from contracts with customers is
acquisition, construction or production of qualifying recognised when control of the goods or services
assets have been capitalised as part of cost of are transferred to the customer at an amount that
assets. Other Borrowing costs are recognised as an reflects the consideration to which the Company
expense in the period in which they are incurred. expects to be entitled in exchange for those
goods or services. The Company has generally

concluded that it is the principal in its revenue Contract liabilities

arrangements, except for the agency services
A contract liability is the obligation to transfer
below, because it typically controls the goods or
goods or services to a customer for which the
services before transferring them to the customer.
Company has received consideration (or an amount
Revenue excludes amounts collected on behalf
of consideration is due) from the customer. If a
of third parties.The disclosures of significant
customer pays consideration before the Company
accounting judgements, estimates and assumptions
transfers goods or services to the customer, a
relating to revenue from contracts withcustomers
contract liability is recognised when the payment
are provided in Note XV and disclosures of transition
is made or the payment is due (whichever is earlier).
approach along with impact of adoption of Ind AS
Contract liabilities are recognised as revenue when
115 on financial statements are provided in Note 2.18
the Company performs under the contract.
2.5.1 SALE OF GOODS
2.5.3 Cost to obtain a contract
For sale of goods, revenue is recognised when control of
The Company pays sales commission to its selling
the goods has transferred at a point in time i.e. when the
agents for each contract that they obtain for the
goods have been delivered to the specific location
Company. The Company has elected to apply the
(delivery). Following delivery, the customer has
optional practical expedient for costs to obtain a
full discretion over the responsibility, manner of
contract which allows the Company to immediately
distribution, price to sell the goods and bears the
expense sales commissions (included in
risks of obsolescence and loss in relation to the
advertisement and sales promotion expense under
goods. A receivable is recognised by the Company
other expenses) because the amortization period of
when the goods are delivered to the customer as
the asset that the Company otherwise would have
this represents the point in time at which the right
used is one year or less.
to consideration becomes unconditional, as only the
passage of time is required before payment is due. Costs to fulfil a contract i.e. freight, insurance
Payment is due within 0-180 days. The Company and other selling expenses are recognised as an
considers the effects of variable consideration, expense in the period in which related revenue is
the existence of significant financing components, recognised.
noncash consideration, and consideration payable
to the customer (if any). 2.5.4 Other revenue streams
2.5.2 CONTRACT BALANCES EXPORT & OTHER INCENTIVES
Trade receivables In case of sale made by the Company as

Manufacturer, export benefits arising from Duty
A receivable represents the Company’s right to an Entitlement Pass Book (DEPB), Merchandise Export
amount of consideration that is unconditional (i.e., Incentive Scheme, and Focus Market Scheme are
only the passage of time is required before payment recognised on date of actual receipt of such liecense
of the consideration is due). Refer to accounting from authority .
policies of financial assets.


In case of sale made by the Company as exchange differences which are regarded as an
Manufacturer, export benefits arising from Duty adjustment to interest costs on foreign currency
Drawback scheme, Rebate of State Levies (ROSL), borrowings that are directly attributable to the
and Rebate of State and Central Taxes and Levies acquisition or construction of qualifying assets,
(ROSCTL), are recognised on sale of such goods in are capitalized as cost of assets.Non-monetary
accordance with the agreed terms and conditions assets and liabilities that are measured in terms
with customers. of historical cost in foreign currencies are not
retranslated.
Revenue from exports benefits measured at the fair
value of consideration received or receivable net In translating the financial statement of
of returns and allowances, cash discounts, trade representative foreign offices for incorporation in
discounts and volume rebates. main financial statements, the monetary assets
and liabilities are translated at the closing rates
Obligation/entitlements on account of Advance non monetary assets and liabilities are translated
Licenses Scheme for import of raw materials are at exchange rates prevailing at the dates of the
not accounted for as income and correspondingly transactions and income and expenses items are
no expenses is booked at time of payment of custom converted at the yearly average rate.
duty. Custom duty amount of pending export
obligations are shown as contingent liability by way 2.7 RETIREMENT BENEFITS
of note.
Defined Benefit Plans for defined benefit retirement
Rendering of Services plans, the cost of providing benefits is determined
Revenue from rendering of services is recognised using the projected unit credit method, with
when the performance obligation to render the actuarial valuations being carried out at the end
services are completed as per contractually agreed of each annual reporting period. Remeasurement,
terms. comprising actuarial gains and losses, the effect
of the changes to the asset ceiling (if applicable)
Dividend and the return on plan assets (excluding net
Revenue is recognised when the Company’s right interest), is reflected immediately in the balance
to receive the payment is established, which is sheet with a charge or credit recognised in other
generally when shareholders approve the dividend. comprehensive income in the period in which
they occur. Remeasurement recognised in other
2.6 FOREIGN CURRENCY TRANSACTIONS
comprehensive income is reflected immediately in
Transactions in foreign currencies are recorded retained earnings and is not reclassified to statement
at the exchange rates prevailing at the date of the of profit and loss. Past service cost is recognised in
transactions. The gain or loss arising from forward statement of profit and loss in the period of a plan
transactions have been recognised in the year in amendment. Net interest is calculated by applying
which the contract has been cancelled/ matured. the discount rate at the beginning of the period to
Monetary assets & current liabilities are translated the net defined benefit liability or asset.
at year end exchange rates. The resulting gain or
- service cost (including current service cost,
loss on translation or settlement is recognised in
past service cost, as well as gains and losses on
the Profit& Loss Account except to the extent of
curtailments and settlements);

- net interest expense or income; and that the cumulative expense reflects the revised
- remeasurement estimate, with a corresponding adjustment to the
equity-settled employee benefits reserve.
The Group presents the first two components of
defined benefit costs in statement of profit and 2.9 TAXATION
loss in the line item ‘Employee benefits expense’.
2.9.1 Current tax
Curtailment gains and losses are accounted for as
past service costs. Current tax is the tax currently payable is based
on taxable profit for the year. Taxable profit
The retirement benefit obligation recognised in
differs from ‘profit before tax’ as reported in the
the balance sheet represents the actual deficit or
standalone statement of profit and loss because
surplus in the Group’s defined benefit plans. Any
of items of income or expense that are taxable or
surplus resulting from this calculation is limited to
deductible in other years and items that are never
the present value of any economic benefits available
taxable or deductible. The Company’s current tax is
in the form of refunds from the plans or reductions
calculated using tax rates that have been enacted
in future contributions to the plans.
or substantively enacted by the end of the reporting
Defined contribution plans which include period.
contribution to the provident fund are recognised as
2.9.2 Deferred Tax
expense when employees have rendered services
entitling them to such benefits.. Deferred tax is recognised on temporary differences
between the carrying amounts of assets and
The compensated absences are provided on
liabilities in the standalone financial statements
the basis of actuarial valuation of employees
and the corresponding tax bases used in the
entitlement in accordance with company's rules.
computation of taxable profit. Deferred tax liabilities
2.8 Share Based Payment Arrangements are generally recognised for all taxable temporary
differences. Deferred tax assets are generally
Share-based payment transactions of the recognised for all deductible temporary differences
Company Equity-settled share-based payments to to the extent that it is probable that taxable profits
employees are measured at the Fair value of the will be available against which those deductible
equity instruments at the grant date. The fair value temporary differences can be utilised. Such
determined at the grant date of the equity-settled deferred tax assets and liabilities are not recognised
share-based payments is expensed on a straight- if the temporary difference arises from the initial
line basis over the vesting period, based on the recognition (other than in a business combination)
Company's estimate of equity instruments that of assets and liabilities in a transaction that affects
will eventually vest, with a corresponding increase neither the taxable profit nor the accounting profit.
in equity. At the end of each reporting period, the In addition, deferred tax liabilities are not recognised
Company revises its estimate of the number of if the temporary difference arises from the initial
equity instruments expected to vest. The impact recognition of goodwill. The carrying amount of
of the revision of the original estimates, if any, deferred tax assets is reviewed at the end of each
is recognised in statement of profit and loss such reporting period and reduced to the extent that it


is no longer probable that sufficient taxable profits value wherever required and is determined based
will be available to allow all or part of the asset to on the last estimate required to settle the obligation
be recovered. Deferred tax liabilities and assets are at the year end. These are reviewed at each year end
measured at the tax rates that are expected to apply and adjusted to reflect the best current estimate.
in the period in which the liability is settled or the
Contingent liabilities are disclosed in notes when
asset realised, based on tax rates (and tax laws) that
there is a possible obligation that rises from past
have been enacted or substantively enacted by the
events and whose existence will be confirmed
end of the reporting period. The measurement of
only by the occurrence or non-occurrence of one
deferred tax liabilities and assets reflects the tax
or more uncertain future events not wholly within
consequences that would follow from the manner
the control of the entity. Contingent assets are
in which the Company expects, at the end of the
neither recognised nor disclosed in the financial
reporting period, to recover or settle the carrying
statements.
amount of its assets and liabilities.
2.11 GOVERNMENT GRANTS
Deferred tax assets include Minimum Alternate Tax
(MAT) paid in accordance with the tax laws in India, Government grants are initially recognised as
which is likely to give future economic benefits in income at fair value if there is reasonable assurance
the form of availability of set-off against future tax that they will be received and the Group will comply
liability. Accordingly, MAT is recognised as deferred with the conditions associated with the grant;
tax asset in the Balance sheet when the asset can be
- In case of capital grants, they are then recognised
measured reliably and it is probable that the future
in Statement of Profit and Loss as other income
economic benefit associated with the asset will be
on a systematic basis over the useful life of the
realised.
asset.
2.9.3 Current and deferred tax for the year - In case of grants that compensate the Group
for expenses incurred are recognised in
Current and deferred tax are recognised in
Consolidated Statement of Profit and Loss on
statement of profit and loss, except when they relate
a systematic basis in the periods in which the
to items that are recognised in other comprehensive
expenses are recognised.
income or directly in equity, in which case, the
2.12 FINANCIAL INSTRUMENTS
current and deferred tax are also recognised in
other comprehensive income or directly in equity 2.12.1 Investment in subsidiaries, associates and joint
respectively. ventures
2.10 PROVISION, CONTINGENT LIABILITIES AND The Company has accounted for its investments in
CONTINGENT ASSETS subsidiaries, associates and joint ventures at cost
less impairment.
A provision is recognised when there is a present
obligation as a result of a past event, that probably 2.12.2 Other financial assets and financial liabilities
requires an outflow of resources and a reliable Other financial assets and financial liabilities are
estimate can be made to settle the amount of recognised when Company becomes a party to the
obligation. Provision is discounted to its present contractual provisions of the instruments.

Initial recognition and measurement: Other and liabilities at fair value through profit or loss are
financial assets and financial liabilities are initially immediately recognised in the statement of profit
measured at fair value. Transaction costs that are and loss.
directly attributable to the acquisition or issue of
Financial liabilities
financial assets and financial liabilities (other than
financial assets and financial liabilities at fair value Recognition of Financial liabilities
through profit or loss) are added to or deducted from Financial liabilities are measured at amortised
the fair value of the financial assets or financial cost using effective interest rate method. For trade
liabilities, as appropriate, on initial recognition. and other payables maturing within one year from
Transaction costs directly attributable to the the balance sheet date, the carrying amounts
acquisition of financial assets or financial liabilities approximate fair value due to the short maturity of
at fair value through profit or loss are recognised these instruments.
immediately in statement of profit and loss.
De-Recognition of Financial liabilities
Subsequent measurement: Financial assets at
amortised cost. Financial assets are subsequently The difference between the carrying amount of a
measured at amortised cost if these financial assets financial liability extinguished or transferred to
are held within a business whose objective is to hold another party and the consideration paid, including
these assets in order to collect contractual cash any non cash assets transferred or liabilities
flows and contractual terms of financial asset give assumed shall be recognised in profit or loss account.
rise on specified dates to cash flows that are solely Further the company applies extinguishment
payments of principal and interest on the principal accounting/modification accounting as per IND-AS
amount outstanding. 109.
Financial assets at fair value through other 2.12.3 Equity Instruments

comprehensive income An equity instrument is a contract that evidences
Financial assets are measured at fair value through residual interest in the assets of the company after
other comprehensive income if these financial deducting all of its liabilities. Equity instruments
assets are held within business whose objective recognised by the Company are recognised at the
is achieved by both collecting contractual cash proceeds received net off direct issue cost.
flows on specified dates that are solely payments 2.13 IMPAIRMENT OF ASSETS
of principal and interest on the principal amount
outstanding and selling financial assets. At the end of each reporting period, the Company
reviews the carrying amounts of its tangible and
Financial assets at fair value through Profit & loss
intangible assets to determine whether there is
Account
any indication that those assets have suffered an
Financial assets are measured at fair value through impairment loss. If any such indication exists, the
profit or loss unless it measured at amortised cost recoverable amount of the asset is estimated in
or fair value through other comprehensive income order to determine the extent of the impairment
on initial recognition. The transaction cost directly loss (if any). When it is not possible to estimate
attributable to the acquisition of financial assets the recoverable amount of an individual asset,


the Company estimates the recoverable amount of assets and their realisation in cash or cash
of the cash-generating unit to which the asset equivalents, the Group has determined its operating
belongs. When a reasonable and consistent basis cycle as 12 months for the purpose of classification
of allocation can be identified, Corporate assets are of its assets and liabilities as current and non-
also allocated to individual cash generating units, or current.
otherwise they are allocated to the smallest group
2.16 KEY SOURCES OF ESTIMATION UNCERTAINTY
of cash-generating units for which a reasonable and
consistent allocation basis can be identified. In the application of the Company's accounting
policies, the directors of the Company are required
Intangible assets with indefinite useful lives and
to make judgements, estimates and assumptions
intangible assets not yet available for use are tested
about the carrying amounts of assets and liabilities
for impairment at least annually, and whenever
that are not readily apparent from other sources.
there is an indication that the asset may be
impaired. The estimates and associated assumptions are
based on historical experience and other factors
When an impairment loss subsequently reverses,
that are considered to be relevant. Actual results
the carrying amount of the asset (or a cash
may differ from these estimates. The estimates
generating unit) is increased to the revised estimate
and underlying assumptions are reviewed on an
of its recoverable amount, but so that the increased
ongoing basis. Revisions to accounting estimates
carrying amount does not exceed the carrying
are recognised in the period in which the estimate
amount that would have been determined had no
is revised if the revision affects only that period, or
impairment loss been recognised for the asset (or
in the period of the revision and future periods if the
cash-generating unit) in prior years. A reversal of
revision affects both current and future periods.
an impairment loss is recognised immediately in
statement of profit and loss. The following are the key assumptions concerning
the future, and other key sources of estimation
2.14 TRADE RECEIVABLES & ADVANCES
uncertainty at the end of the reporting period that
Sundry debtors outstanding for more than three may have a significant risk of causing a material
years at the end of Balance Sheet date will be written adjustment to the carrying amounts of assets and
off from the books of accounts except disputed liabilities within the next financial year.
debtors having matters pending under different
2.16.1 Useful lives of property, plant and equipment
Courts.
and Intangible assets
Other advances and related party balances
The Company reviews the useful life of property,
outstanding for more than 3 years are reviewed
plant and equipment at the end of each reporting
by the management at the end of every financial
period. This assessment may result in change in the
year and are written off as per the judgment of the
depreciation expense in future periods.
management.
2.16.2 Employee Benefits
2.15 OPERATING CYCLE
The cost of defined benefit plans are determined
Based on the nature of products/activities of the
using actuarial valuations. The actuarial valuation
Group and the normal time between acquisition
involves making assumptions about discount

rates, expected rates of return on assets, future described below. Several other amendments and
salary increases, mortality rates and future pension interpretations apply for the first time in March
increases. Due to the long-term nature of these 2019, but do not have an impact on the financial
plans, such estimates are subject to significant statements of the Company. The Company has not
uncertainty. early adopted any standards or amendments that
have been issued but are not yet effective.
2.16.3 Litigations
Ind AS 115 was issued on 28th March, 2018 and
As explained in note 39.1, the Company is a party to supersedes Ind AS 11 Construction Contracts and
certain commercial disputes and has also received Ind AS 18 Revenue and it applies, with limited
notification of claims for significant amounts. There exceptions, to all revenue arising from contracts
are number of factors that may affect the ultimate with its customers. Ind AS 115 establishes a five-
outcome in respect of this matter and accordingly, step model to account for revenue arising from
it is difficult to assess the impact of these disputes contracts with customers and requires that
with accuracy. revenue be recognised at an amount that reflects
2.17 OTHER ACCOUNTING POLICIES the consideration to which an entity expects to
be entitled in exchange for transferring goods or
Accounting Policies not specifically referred to are services to a customer.Ind AS 115 requires entities
in accordance with generally accepted accounting to exercise judgement, taking into consideration
principles including the Indian Accounting all of the relevant facts and circumstances when
Standards (Ind AS) prescribed under section 133 of applying each step of the model to contracts
the Act. with their customers. The standard also specifies
the accounting for the incremental costs of
2.18 CHANGES IN ACCOUNTING POLICIES AND
obtaining a contract and the costs directly
DISCLOSURES
related to fulfilling a contract. In addition,
New and amended standards the standard requires extensive disclosures.
The Company adopted Ind AS 115 using the modified
The Company applied Ind AS 115 for the first time. retrospective method of adoption. The change
The nature and effect of the changes as a result of did not have a material impact on the financial
adoption of these new accounting standards are statements of the Company.
DIN-00015096
CA Avishkar Singhal

CONSOLIDATED

INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF IND-SWIFT LABORATORIES LIMITED
Report on the Audit of the Consolidated Ind Basis for Opinion

AS Financial Statements We conducted our audit of the Consolidated Ind AS
financial statements in accordance with the Standards
Opinion
on Auditing (SAs), as specified under section 143(10)
We have audited the accompanying Consolidated Ind of the Act. Our responsibilities under those Standards
AS financial statements of IND-SWIFT LABORATORIES are further described in the ‘Auditor’s Responsibilities
LIMITED (hereinafter referred to as “the Holding for the Audit of the Consolidated Ind AS Financial
Company”) and its subsidiaries(the Holding Company Statements’ section of our report. We are independent
and its Subsidiaries together referred to as ”the Group”), of the Group in accordance with the ‘Code of Ethics’
comprising of the Consolidated Balance Sheet as at issued by the Institute of Chartered Accountants of
March 31, 2019, the Consolidated Statement of Profit India together with the ethical requirements that are
and Loss (including Other Comprehensive Income), the relevant to our audit of the financial statements under
Consolidated Statement for Changes in Equity and the the provisions of the Act and the Rules thereunder,
Consolidated Statement of Cash Flows for the year then and we have fulfilled our other ethical responsibilities
ended, and notes to the Consolidated Ind AS financial in accordance with these requirements and the Code
statements, including a summary of significant of Ethics. We believe that the audit evidence we have
accounting policies and other explanatory information obtained is sufficient and appropriate to provide a
(hereinafter referred to as “the Consolidated Ind AS basis for our audit opinion on the Consolidated Ind AS
financial statements”). financial statements.
In our opinion and to the best of our information and Key Audit Matters
according to the explanations given to us and based
Key audit matters are those matters that, in our
on the consideration of reports of other auditors
professional judgement, were of most significance
on separate financial statements and on the other
in our audit of the Consolidated Ind AS Financial
financial information of the subsidiaries, the aforesaid
Statements of the current period. These matters were
consolidated Ind AS financial statements give the
addressed in the context of our audit of the Consolidated
information required by the Companies Act, 2013 (“the
Ind AS Financial Statements as a whole, and in forming
Act”) in the manner so required and give a true and
our opinion thereon, and we do not provide a separate
fair view in conformity with the accounting principles
opinion on these matters.For each matter below, our
generally accepted in India, of the consolidated state
description of how our audit addressed the matter
of affairs of the Group, as at March 31, 2019, their
is provided in that context. We have determined the
consolidated profit including other comprehensive
matters described below to be the key audit matters to
income, their consolidated cashflows and the
be communicated in our report.
consolidated statement of changes in equity for the
year ended on that date.

Revenue Recognition Our audit procedures included the following:
For the year ended March 31, 2019 the Company has
• Assessed the Company's revenue recognition policy
recognised revenue from contracts with customers
prepared as per Ind AS 115 'Revenue from contracts
amounting to 724.42 Crores. Revenue from contracts
with customers'.
with customers is recognised when control of the
goods or services are transferred to the customer at • Assessed the design and tested the operating
an amount that reflects the consideration to which effectiveness of internal controls related to revenue
the Company expects to be entitled in exchange for recognition, discounts and rebates.
those goods or services. The Company has generally
concluded that as principal, it typically controls the • Performed sample tests of individual sales
goods or services before transferring them to the transaction and traced to sales invoices, sales
customer. The variety of terms that define when orders and other related documents. Further, in
control are transferred to the customer, as well as respect of the samples checked that the revenue
the high value of the transactions, give rise to the has been recognised as per the shipping terms.
risk that revenue is not recognised in the correct
• To test cut off selected sample of sales transactions
period. Revenue is measured net of returns and
made pre- and post-year end, agreeing the period of
allowances, cash discounts, trade discounts and
revenue recognition to third party support, such as
volume rebates (collectively ‘discount and rebates’).
transporter invoice and customer confirmation of
There is a risk that these discount and rebates are
receipt of goods.
incorrectly recorded as it also requires a certain
degree of estimation, resulting in understatement of • Tested the provision calculations related to
the associated expenses and accrual. Revenue is also management incentives, discounts and rebates
an important element of how the Company measures by agreeing a sample of amounts recognised to
its performance. The Company focuses on revenue underlying arrangements with customers and other
as a key performance measure, which could create supporting documents.
an incentive for revenue to be recognised before the
risk and rewards have been transferred. Accordingly, • Obtained confirmations from customers on sample
due to the significant risk associated with revenue basis to support existence assertion of trade
recognition in accordance with terms of Ind AS 115 receivables and assessed the relevant disclosures
‘Revenue from contracts with customers’, it was made in the financial statements; to ensure revenue
determined to be a key audit matter in our audit of the from contracts with customers are in accordance
Ind AS financial statements. (Refer Notes on accounts with the requirements of relevant accounting
XV of notes on accounts) standards

Change in Estimate • We have assessed the management and the internal
technical committee controls over the change in
estimate of the carrying value of Intangible Asset
Intangible assets include the R&D Technology with to determine whether any change in estimate was
a carrying value amounting to `118.81crores in the required.
beginning of the year. During the year, the company
has changed its accounting estimate with respect • We assessed the Company's valuation methodology
to life of Intangible asset .Our audit focused on this applied in estimating the life of intangible assets.
area because the revision of Life of Intangible assets
requires management to make a number of key
assumptions used by management in change
judgments and estimates with respect to change in
in estimate testing to understand the impact
life of assets in accordance with Ind AS-38”Intangible
of reasonable changes in assumptions on the
asset.
estimated recoverable amounts.
Accordingly, Change in life of intangible assets has
been considered as a key audit matter.
statements in note 1(vii) to the Ind AS financial
Refer Notes to accounts No.1(vii) to the Financial statements.
statements
Evaluation of Uncertain tax Positions • Obtained the details of completed tax assessments
The company has material uncertain tax positions and demands as on 31/03/2019 from Management.
including matters under dispute which involves
• We involved our expertise to challenge the
significant judgment to determine the possible
management’s underlying assumptions in
outcome of these disputes.
estimating tax provision and the possible outcome
Refer Notes to accounts No. XXIII to the Financial of the disputes.
statements
• We have also considered legal precedence and other
rulings in evaluating management’s position on
these uncertain tax positions.

Settlement of Debts & raising of funds • We have assessed and made detailed study of the
The company has executed Master restructuring agreements executed and the impact thereof.
Agreement with Edelweiss assets restructuring
company limited for settlement of its outstanding
assumptions used by management in applying Ind
debts of `217.78 crores which is restructured into term
AS-109 ”financial Instruments”.
loan of `132 crores and in addition to term loan 17,71,949
equity shares of `10 each at `55.50 premium are also • We assessed the Company's valuation of price for
allotted. Further, the company has raised funds by issuance of shares under private placement for
issuing NCDS & OCDS of `424.50 crores & `75.44 crores raising funds.
respectively for settlement of outstanding debt of SBI
& other banks. Our audit focused on this area as this • We have assessed the compliance of various
has impacted the profit & loss of the company and is sections of Companies Act.
of the significant nature.
Accordingly it is considered as Key audit Matter. statements in note to the Ind AS financial
statements.
Refer Note no XI & XII of notes on accounts.
Emphasis of Matters the MSMED Act,2006 could not be provided. (Refer

Note no. XXX of the Financial statements).
Without qualifying our opinion, we draw attention to
the following matters in the Notes to the Consolidated (d) The company has not created the Debenture
Ind AS financial statements: Redemption Reserve in terms of section 71(4) of
the companies act, due to inadequacy of profits.
a) The Fixed Deposit Scheme was restructured
(Refer notes to accounts XXXVIII of the financial
vide order No. C.P 27/01/2013, dated 30.09.2013 by
Statements).
Company Law Board. The company has been granted
extension of time of repayment of those deposits. Information Other than the Financial
Further the company has made the payment of Statements and Auditor’s Report Thereon
`14.01 Crores including interest during the year.
The Company’s Board of Directors is responsible for the
(b) Regarding payment/provisioning of Managerial other information. The other information comprises
Remuneration, in view of the amendment to section the information included in the Annual report 2018-19,
197 of Companies act 2013, the company has taken but does not include the Consolidated Ind AS financial
approval from shareholders for waiver of excess statements and our auditor’s report thereon.
remuneration paid to its directors. (Refer Note No.
Our opinion on the Consolidated Ind AS Financial
XIX of Financial Statements).
statements does not cover the other information and
(c) The company is in process of collecting information we do not express any form of assurance conclusion
with respect to Micro, Small and medium enterprises thereon.
and accordingly the disclosures requirement under

In connection with our audit of the Consolidated Ind AS and are free from material misstatement, whether due
financial statements, our responsibility is to read the to fraud or error, which have been used for the purpose
other information and, in doing so, consider whether of preparation of the consolidated Ind AS financial
such other information is materially inconsistent with statements by the Directors of the Holding Company,
the Consolidated Ind AS financial statements or our as aforesaid.
knowledge obtained in the audit or otherwise appears
In preparing the consolidated financial statements, the
to be materially misstated. If, based on the work we
respective Board of Directors of the companies included
have performed, we conclude that there is a material
in the Group are responsible for assessing the ability of
misstatement of this other information; we are required
the Group to continue as a going concern, disclosing,
to report that fact. We have nothing to report in this
as applicable, matters related to going concern and
regard.
using the going concern basis of accounting unless
Management’s Responsibility for the management either intends to liquidate the Group or
Consolidated Ind AS Financial Statements to cease operations, or has no realistic alternative but
The Holding Company’s Board of Directors is to do so. Those respective Board of Directors of the
responsible for the preparation and presentation of companies included in the Group are also responsible
these consolidated Ind AS financial statements in for overseeing the financial reporting process of the
terms of the requirements of the Act that give a true Group
and fair view of the consolidated financial position,
Auditor’s Responsibilities for the Audit of the
consolidated financial performance including other
Consolidated Ind AS Financial Statements
comprehensive income, consolidated cash flows and
consolidated statement of changes in equity of the Our objectives are to obtain reasonable assurance about
Group in accordance with the accounting principles whether the Consolidated Ind AS financial statements
generally accepted in India, including the Indian as a whole are free from material misstatement,
Accounting Standards (Ind AS) specified under whether due to fraud or error, and to issue an auditor’s
section 133 of the Act read with the Companies (Indian report that includes our opinion. Reasonable assurance
Accounting Standards) Rules, 2015, as amended. is a high level of assurance, but is not a guarantee
The respective Board of Directors of the companies that an audit conducted in accordance with SAs will
included in the Group are responsible for maintenance always detect a material misstatement when it exists.
of adequate accounting records in accordance with Misstatements can arise from fraud or error and are
the provisions of the Act for safeguarding of the assets considered material if, individually or in the aggregate,
of the Group and for preventing and detecting frauds they could reasonably be expected to influence the
and other irregularities; selection and application of economic decisions of users taken on the basis of these
appropriate accounting policies; making judgments Consolidated Ind AS financial statements.
and estimates that are reasonable and prudent; As part of an audit in accordance with SAs, we exercise
and the design, implementation and maintenance professional judgment and maintain professional
of adequate internal financial controls, that were skepticism throughout the audit. We also:
operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the • Identify and assess the risks of material
preparation and presentation of the consolidated Ind misstatement of the Consolidated Ind AS financial
AS financial statements that give a true and fair view statements, whether due to fraud or error, design

and perform audit procedures responsive to those represent the underlying transactions and events
risks, and obtain audit evidence that is sufficient in a manner that achieves fair presentation.
and appropriate to provide a basis for our opinion.
Obtain sufficient appropriate audit evidence
The risk of not detecting a material misstatement
regarding the financial information of the entities
resulting from fraud is higher than for one resulting
or business activities within the Group of which we
from error, as fraud may involve collusion, forgery,
are the independent auditors and whose financial
intentional omissions, misrepresentations, or the
information we have audited, to express an opinion
override of internal Control.
on the consolidated Ind AS financial statements. We
• Obtain an understanding of internal control relevant are responsible for the direction, supervision and
to the audit in order to design audit procedures performance of the audit of the financial statements
that are appropriate in the circumstances. Under of such entities included in the consolidated financial
section 143(3)(i) of the Act, we are also responsible statements of which we are the independent auditors.
for expressing our opinion on whether the Holding For the other entities included in the consolidated
Company has adequate internal financial controls financial statements, which have been audited by other
system in place and the operating effectiveness of auditors, such other auditors remain responsible for the
such controls. direction, supervision and performance of the audits
carried out by them. We remain solely responsible for
• Evaluate the appropriateness of accounting
our audit opinion.
policies used and the reasonableness of accounting
estimates and related disclosures made by We communicate with those charged with governance
management. of the Holding Company and such other entities
• Conclude on the appropriateness of management’s included in the consolidated Ind AS financial
use of the going concern basis of accounting and, statements of which we are the independent auditors
based on the audit evidence obtained, whether a regarding, among other matters, the planned scope
material uncertainty exists related to events or and timing of the audit and significant audit findings,
conditions that may cast significant doubt on the including any significant deficiencies in internal
ability of the group to continue as a going concern. control that we identify during our audit.
If we conclude that a material uncertainty exists, we
We also provide those charged with governance with
are required to draw attention in our auditor’s report
a statement that we have complied with relevant
to the related disclosures in the Consolidated Ind
ethical requirements regarding independence, and to
AS financial statements or, if such disclosures are
communicate with them all relationships and other
inadequate, to modify our opinion. Our conclusions
matters that may reasonably be thought to bear on
are based on the audit evidence obtained up to the
our independence, and where applicable, related
date of our auditor’s report. However, future events
safeguards.
or conditions may cause the Company to cease to
continue as a going concern. From the matters communicated with those charged
with governance, we determine those matters that were
• Evaluate the overall presentation, structure and
of most significance in the audit of the Consolidated Ind
content of the Consolidated Ind AS financial
AS financial statements for the financial year ended
statements, including the disclosures, and whether
March 31, 2019 and are therefore the key audit matters.
the Consolidated Ind AS financial statements

We describe these matters in our auditor’s report unless principles generally accepted in India. We have audited
law or regulation precludes public disclosure about the these conversion adjustments made by the holding
matter or when, in extremely rare circumstances, we company’s management. Our opinion in so far as it
determine that a matter should not be communicated relates to the balances and affairs of such subsidiaries
in our report because the adverse consequences of located outside India is based on the reports of other
doing so would reasonably be expected to outweigh the auditors and the conversion adjustments prepared by
public interest benefits of such communication. the management of the company and audited by us.
Other Matters Our opinion above on the consolidated Ind AS

We have not Audited the financial statements and financial statements, and our report on Other Legal
other financial information of three subsidiaries and and Regulatory Requirements below, is not modified
two associates entities whose financial statements in respect of the above matters with respect to our
reflect total assets of `3351.00 Lakhs as at 31st March reliance on the work done and the reports of the
2019, total revenue of 4590.00 Lakhs,in respect of other auditors and the financial statements and other
Three subsidiaries and two associates, whose financial financial information certified by the Management.
statements/ financial information have not been
Report on Other Legal and Regulatory
audited by us. Our opinion on the consolidated financial
Requirements
statements, in so far as it relates to the amounts and
disclosures included in respect of these subsidiaries, 1. As required by Section 143(3) of the Act, based on
jointly controlled entities and associates, and our our audit and on the consideration of report of the
report in terms of sub-sections (3) and (11) of section other auditors on separate financial statements and
143 of the act, in so far as it relates to the aforesaid the other financial information of subsidiaries, as
subsidiaries, jointly controlled entities and associates, noted in the ‘other matter’ paragraph we report, to
is based solely on the reports of the other auditors. the extent applicable, that:
The Financial Statements and other financial (a) We/the other auditors whose report we have
information of all subsidiaries which are located relied upon have sought and obtained all the
outside India whose Financial Statements and other information and explanations which to the best
financial information have been prepared in accordance of our knowledge and belief were necessary
with accounting principles generally accepted in for the purposes of our audit of the aforesaid
their respective countries and which have been consolidated Ind AS financial statements;
audited by other auditors under generally accepted (b) In our opinion, proper books of account as
auditing standards applicable in their respective required by law relating to preparation of
countries except in the case of Two subsidiaries viz the aforesaid consolidation of the financial
M/s Meteoric Life Sciences PTE LTD and M/s Ind statements have been kept so far as it appears
Swift Middle East FZE whose unaudited accounts from our examination of those books and reports
have been considered for the consolidation purposes. of the other auditors;
The holding company’s management has converted
the financial statements of such subsidiaries located (c) The Consolidated Balance Sheet, the
outside India from accounting Principles generally Consolidated Statement of Profit and Loss
accepted in their respective countries to accounting including the Statement of Other Comprehensive

Income, the Consolidated Cash Flow Statement (h) With respect to the other matters to be included
and Consolidated Statement of Changes in in the Auditor’s Report in accordance with
Equity dealt with by this Report are in agreement Rule 11 of the Companies (Audit and Auditors)
with the books of account maintained for the Rules, 2014, as amended, in our opinion and to
purpose of preparation of the consolidated Ind the best of our information and according to
AS financial statements; the explanations given to us and based on the
consideration of the report of the other auditors
(d) In our opinion, the aforesaid consolidated on separate financial statements as also the
Ind AS financial statements comply with the other financial information of the subsidiaries,
Accounting Standards specified under Section as noted in the ‘Other matter’ paragraph:
133 of the Act, read with Companies (Indian
Accounting Standards) Rules, 2015, as amended; a. The consolidated Ind AS financial statements
disclose the impact of pending litigations on
(e) On the basis of the written representations its consolidated financial position of the Group
received from the directors of the Holding in its consolidated Ind AS financial statements
Company as on March 31, 2019 taken on record by – Refer Note XXIII to the consolidated Ind AS
the Board of Directors of the Holding Company financial statements;
and the reports of the statutory auditors who
are appointed under Section 139 of the Act, of b. The Group did not have any material foreseeable
its subsidiary companies none of the directors losses in long-term contracts including
of the Group’s companies incorporated in India derivative contracts during the year ended
is disqualified as on March 31, 2019 from being March 31, 2019;
appointed as a director in terms of Section 164
c. There has been no delay in transferring amounts,
(2) of the Act;
required to be transferred, to the Investor
(f) With respect to the adequacy and the operating Education and Protection Fund by the Holding
effectiveness of the internal financial controls Company during the year ended March 31, 2019.
over financial reporting with reference to these
consolidated Ind AS financial statements of the
Holding Company, refer to our separate Report in For Avishkar Singhal & Associates
“Annexure I” to this report; Chartered Accountants
(Regd No.:017362N)
(g) In our opinion, the managerial remuneration
for the year ended March 31, 2019 has been
Avishkar Singhal
paid/provided by the Holding Company to their
directors in accordance with the provisions
Date: 29.05.2019 Membership No.: 098689
of section 197 read with Schedule V to the Act;
Refer notes on account

“ANNEXURE-1”
TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THE CONSOLIDATED
FINANCIAL STATEMENTS OF IND SWIFT-LABORATORIES LIMITED.
Report on the Internal Financial Controls under Clause reporting with reference to these consolidated financial
(i) of Sub-section 3 of Section 143 of the Companies Act, statements based on our audit. We conducted our audit
2013 (“the Act”) in accordance with the Guidance Note on Audit of
Internal Financial Controls Over Financial Reporting
In conjunction with our audit of the consolidated (the “Guidance Note”) and the Standards on Auditing,
financial statements of Ind Swift Laboratories Limited both, issued by Institute of Chartered Accountants
as of and for the year ended March 31, 2019, we have of India, and deemed to be prescribed under section
audited the internal financial controls over financial 143(10) of the Act, to the extent applicable to an audit
reporting of Ind Swift Laboratories Limited (hereinafter of internal financial controls. Those Standards and the
referred to as the “Holding Company”),as of that date. Guidance Note require that we comply with ethical
The subsidiary companies which are part of the Group requirements and plan and perform the audit to
are incorporated outside India and internal financial obtain reasonable assurance about whether adequate
controls under clause (i) of sub-section 3 of Section 143 internal financial controls over financial reporting with
of the Companies Act, 2013 (“the Act”) is not applicable reference to these consolidated financial statements
to the subsidiary companies. was established and maintained and if such controls
Management’s Responsibility for Internal operated effectively in all material respects.
Financial Controls Our audit involves performing procedures to obtain
The Board of Directors of the Holding Company is audit evidence about the adequacy of the internal
responsible for establishing and maintaining internal financial controls over financial reporting with
financial controls based on the internal control over reference to these consolidated financial statements
financial reporting criteria established by the Holding and their operating effectiveness. Our audit of internal
Company considering the essential components of financial controls over financial reporting included
internal control stated in the Guidance Note on Audit obtaining an understanding of internal financial
of Internal Financial Controls Over Financial Reporting controls over financial reporting with reference to
issued by the Institute of Chartered Accountants these consolidated
of India. These responsibilities include the design,
implementation and maintenance of adequate internal financial statements, assessing the risk that a material
financial controls that were operating effectively weakness exists, and testing and evaluating the design
for ensuring the orderly and efficient conduct of and operating effectiveness of internal control based
its business, including adherence to the respective on the assessed risk. The procedures selected depend
company’s policies, the safeguarding of its assets, on the auditor’s judgement, including the assessment
the prevention and detection of frauds and errors, of the risks of material misstatement of the financial
the accuracy and completeness of the accounting statements, whether due to fraud or error.
records, and the timely preparation of reliable financial
We believe that the audit evidence we have obtained
information, as required under the Act.
is sufficient and appropriate to provide a basis for our
Auditor’s Responsibility audit opinion on the internal financial controls over
financial reporting with reference to these consolidated
Our responsibility is to express an opinion on the
financial statements.
company's internal financial controls over financial

Meaning of Internal Financial Controls Over override of controls, material misstatements due to
Financial Reporting with Reference to these error or fraud may occur and not be detected. Also,
Consolidated Financial Statements projections of any evaluation of the internal financial
controls over financial reporting with reference to
A company's internal financial control over financial
these consolidated financial statements to future
reporting with reference to these consolidated
periods are subject to the risk that the internal financial
financial statements is a process designed to provide
control over financial reporting with reference to
reasonable assurance regarding the reliability of
these consolidated financial statements may become
financial reporting and the preparation of financial
inadequate because of changes in conditions, or that the
statements for external purposes in accordance with
degree of compliance with the policies or procedures
generally accepted accounting principles. A company's
may deteriorate.
internal financial control over financial reporting with
reference to these consolidated financial statements Opinion
includes those policies and procedures that (1) pertain
In our opinion, the Holding Company have, maintained
to the maintenance of records that, in reasonable
in all material respects, adequate internal financial
detail, accurately and fairly reflect the transactions
controls over financial reporting with reference to
and dispositions of the assets of the company; (2)
these consolidated financial statements and such
provide reasonable assurance that transactions
internal financial controls over financial reporting with
are recorded as necessary to permit preparation of
reference to these consolidated financial statements
financial statements in accordance with generally
were operating effectively as at March 31,2019, based
accepted accounting principles, and that receipts and
on the internal control over financial reporting criteria
expenditures of the company are being made only in
established by the Holding Company considering the
accordance with authorisations of management and
essential components of internal control stated in the
directors of the company; and (3) provide reasonable
Guidance Note on Audit of Internal Financial Controls
assurance regarding prevention or timely detection
Over Financial Reporting issued by the Institute of
of unauthorised acquisition, use, or disposition of the
Chartered Accountants of India.
company's assets that could have a material effect on
the financial statements.
Inherent Limitations of Internal Financial

Controls Over Financial Reporting with For Avishkar Singhal & Associates
Reference to these Consolidated Financial Chartered Accountants
Statements (Regd No.:017362N)
Because of the inherent limitations of internal financial
controls over financial reporting with reference to Avishkar Singhal
these consolidated financial statements, including Place: Chandigarh Partner
the possibility of collusion or improper management Date: 29.05.2019 Membership No.: 098689

CONSOLIDATED BALANCE SHEET
as at 31st March, 2019
(` in Lakhs)
PARTICULARS Note No. As at 31/03/2019 As at 31/03/2018
ASSETS
Non-current assets :
Property, Plant and Equipment I 83,230.77 80,249.84
Capital work-in progress 1,261.79 6,173.72
Other Intangible assets I 6,868.17 11,902.89
Intangible assets under development 725.53 686.53
Investment property I 1,246.98 1,269.94
Financial Assets
Investments II
- In subsidiaries and associates 522.78 530.99
- In Others 1,333.55 1,300.61
Deferred tax assets (net) III 7,882.16 9,601.36
Other non-current assets IV 5,694.55 6,350.25
Sub Total 1,08,766.28 1,18,066.12
Current assets
(a) Inventories V 32,919.04 31,691.33
(b) Financial Assets
(i) Trade receivables VI 35,085.08 40,775.98
(ii) Cash and cash equivalents VII 2,996.80 944.73
(c) Current Tax Assets (Net)
(d) Other current assets VIII 11,508.93 10,514.06
Assets held-for-sale/Assets included 171.49 306.25
in disposal group(s) held-for-sale
Sub Total 82,681.33 84,232.36
Grand Total 1,91,447.62 2,02,298.49
EQUITY AND LIABILITIES

EQUITY
(a) Equity Share capital IX 4807.69 4599.62
(b) Other Equity X 55585.53 50724.40
Sub Total 60,393.22 55,324.04
LIABILITIES
(i) Borrowings XI 96,557.92 52,049.50
(ii) Trade payables
(b) Provisions 1,434.09 1,332.23
Current liabilities
i) Borrowings XII 9,251.51 31,131.14
(ii) Trade payables XIII 12,667.97 12,863.74
(b) Other current liabilities XIV 10,573.92 49,024.44
(c) Provision 31.41 259.53
(d) Foreign Currency Translation 537.59 313.70
Sub Total 1,31,054.40 1,46,974.28
Grand Total 1,91,447.62 2,02,298.31
Significant Accounting Policies XLIII

The accompanying notes form an integral part of the consolidated financial statements.
DIN-00015096
CA Avishkar Singhal

CONSOLIDATED STATEMENT OF PROFIT & LOSS

(` in Lakhs)
PARTICULARS Note No. Year Ended 31/03/2019 Year Ended 31/03/2018
Revenue from Operation XV 75,660.26 76,548.29
Other Income XVI 2,737.88 1,837.87
Total Revenue 78,398.14 78,386.16
EXPENSES
Cost of Materials Consumed XVII 41,599.75 37,047.72
Purchase of Stock In Trade 33.35 34.34
Change in Inventories of FG/WIP/Stock in trade XVIII (1,868.19) 2,270.50
Employee benefits expense XIX 9,392.58 9,219.98
Financial Cost XX 8,333.28 2,820.83
Depreciation & amortisation expenses XXI 10,404.77 8,661.61
Other Expenses XXII 12,885.60 14,538.95
TOTAL-B 80,781.13 74,593.92
Profit/(Loss) before exceptional, extraordinary items & Tax (2,383.00) 3,792.24
Exceptional items
Previous Year Loss /(Income) (65.94) (15.61)
Previous Year Expenses 59.40 79.64
Exceptional Item Loss (Profit) XXXVII (8,293.55) 129.59
Profit before extraordinary items and Tax
Extra ordinary Items:
(a) Reversal of Previous year Income/(Expenses)
Profit /(Loss) before Tax 5,917.10 3,598.63
TAX EXPENSES:
Current Tax 38.23 305.35
Income Tax Adjustment of Previous Years 335.40 0.00
Mat Credit Entitlement III
Deferred Tax (Liability)/Assets III (1,699.42) (1,095.70)
Profit/ (Loss) for the period from continuing Operation 3,844.04 2197.58
Other Comprehensive Income
A) Items that will be reclassified to P&L A/c 0.00 0.00
B) items that will not be reclassified into P&L A/c
Actuarial (Gain)/loss on remeasurments of Post employee benefits (63.99) 182.80
Tax on Actuarial (Gain) /loss on remeasurments of employee benefits 19.77 (56.49)
Other Comprehensive Income/Loss for the period, net of Tax (44.22) 126.32
Total Comprehensive Income for the Period 3,888.25 2,071.27
Earning per equity share:
(1)Basic 8.22 3.91
(2)Diluted 6.37 3.91
Profit B/F from Previous Year (7,426.89) (10,151.36)
Profit C/o to Balance Sheet (3,582.85) (7,953.78)
DIN-00015096
CA Avishkar Singhal

CONSOLIDATED CASH FLOW STATEMENT
` in Lakhs

A. CASH FLOW FROM OPERATING ACTIVITIES
Net Profit before tax and Extra-Ordinary Items (2,383.00) 3,786.63
ADJUSTMENTS FOR:
(i) Depreciation 10404.77 8,661.61
(ii)Exchange (profit)/loss (12.91) (228.05)
(iii) Employee stock option plan - 61.53
(iv Previous year items 6.54 (64.03)
(v) Interest on Term loans, NCDS, OCDs & FD 7,980.97 2,320.17
(vi) Interest received (257.44) (384.62)
(vii) Provision for Doubtful Debts 0.00 0.00
(viii) Loss on sale of fixed assets 3.49 (0.22)
(ix) Income tax adj of previous years (335.40) 0.00
(x) Amortisation of Subsidy (2.53) (2.53)
(xi) Gain/ Loss on sale of investment 0.00 0.00
(xii) Dividend from subsidiary 0.00 0.00
(xiii) Insurance claim on FLOP 857.69 0.00
OPERATING PROFIT BEFORE WORKING CAPITAL CHANGES 16,262.17 14,150.50
ADJUSTMENTS FOR:
i) Trade & Other Receivables 1,372.91 (4,828.03)
ii) Inventories (1,227.71) 2,664.44
iii) Loan & advances (1,822.86) 1,041.80
iv) Current Liabilities 747.20 3,263.08
v)Working Capital Borrowing SBI (21,498.87) (8,982.76)
vi)Income taxes (Including Advance Tax/TDS) (259.53) 0.00
(22,688.86) (6,841.47)
Net Cash flow from operating Activities (6,426.69) 7,309.03

CONSOLIDATED CASH FLOW STATEMENT (contd.)


B.CASH FLOW FROM INVESTING ACTIVITES
i)Purchase of fixed Assets Tangible -1,525.56 (2,045.37)
ii)Purchase of fixed Assets Intangible -17.81 (71.12)
iii) Sale of fixed assets 51.23 6.40
iv) (Purchase)/ Sale of Investments -24.72 (14.96)
(v) Dividend from subsidiary 0.00 0.00
vi) Interest Received 257.44 384.62
(1,259.42) (1,740.44)
Net Cash from investing activities (7,686.11) 5,568.59
C. CASH FLOW FROM FINANCING ACTIVITIES

i) Repayment of Term Loans to Banks & Financial Institutions (33,864.09) (4,877.86)
& FD
ii) Interest paid on Term Loans & FD (6,219.52) (2,074.19)
iii) ESOP contributions 52.00 53.76
iv) Proceeds from Term Loans From Banks & Financial 49,994.07 700.00
Institutions
Net Cash flow from Financing Activities 9,962.45 (6,198.30)
2,276.34 (629.71)
Net increase in Cash or Cash Equivalents 2276.34 (629.71)
Opening Cash & Cash Equivalents 944.73 1,612.59

Closing Cash & Cash Equivalents 2,996.80 944.73
Add: Unrealised Gain/(Loss) in Foreign currency Translation 223.89 38.15
reserve
Closing Cash & Cash Equivalents after FCTR 3220.68 982.89

The Company is following Indirect Method of cash flow.
DIN-00015096
CA Avishkar Singhal

CONSOLIDATED STATEMENT OF CHANGES IN
EQUITY
for year ended 31st March, 2019
A. Equity Share Capital {Refer Note No. IX } (` in Lakhs)
As on 31.03.2019 As on 31.03.2018
Particulars
No. of Shares ` in Lakhs No. of Shares ` in Lakhs
Balance at the beginning of the reporting period 4,52,77,252 4,527.73 4,47,39,626 4,473.96
Issued 2291938 229.19 537631 53.76
Balance at the end of the reporting period 4,75,69,190 4,756.92 4,52,77,252 4,527.73
B. Other Equity [Refer note X]

Comprehensive
Income
liabilities /
(assets)
Balance as at 30.10 23,053.00 247.34 26,828.49 8,037.51 -9,618.68 -2.65 48,575.12
01.04.2017
Year
Other 0.00 0.00 0.00 0.00 0.00 0.00 -126.32 -126.32
comprehensive
income for the year
(net of tax)
Total 30.10 23,053.00 247.34 26,828.49 8,037.51 -7401.90 -128.96 50,665.58
comprehensive
income
Amortisation of -2.53 0.00 0.00 0.00 0.00 0.00 0.00 -2.53
Subsidy
Grant/Issue of 0.00 153.65 -92.12 0.00 0.00 0.00 0.00 61.53
shares pursuant to
ESOP (Refer Note
(IX) (e)
Depreciation on 0.00 0.00 0.00 -1426.31 1426.31 0.00 0.00 0.00
revalued assets
Balance as at 27.56 23,206.66 155.22 25,402.18 9,463.82 -7,401.90 -128.96 50,724.58
31.03.2018
Year

CONSOLIDATED STATEMENT OF CHANGES IN

EQUITY (contd.)
for year ended 31st March, 2019

Comprehensive
Income
liabilities /
(assets)
Profit (Loss) share of 0.00 0.00 0.00 0.00 0.00 -8.21 0.00 -8.21
associates
Other 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
comprehensive
income for the year
(net of tax)
Total 27.56 23,206.66 155.22 25,402.18 9,463.82 -3,566.07 -84.75 54,604.62
comprehensive
income
Amortisation of -2.53 0.00 0.00 0.00 0.00 0.00 0.00 -2.53
Subsidy
Grant/Issue of 0.00 1,132.04 -148.61 0.00 0.00 0.00 0.00 983.43
shares pursuant to
ESOP (Refer Note
(IX) (e)
ESOP lapsed 0.00 0.00 -6.61 0.00 6.61 0.00 0.00 0.00
Stock options 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
written off
Issue Share for OCD 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
Depreciation on 0.00 0.00 0.00 -1,422.40 1,422.40 0.00 0.00 0.00
revalued assets
Balance as at 25.03 24,338.70 0.00 23,979.78 10,892.83 -3,566.07 -84.75 55,585.52
31.03.2019

DIN-00015096
CA Avishkar Singhal

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE : I FIXED ASSETS AS ON 31.03.2019

(` in Lakhs)
DURING THE
ADJUSTMENT
TRANSFER
ADDITION/
01-04-2018
01-04-2018
31-03-2019
31-03-2019
31-03-2019
PERIOD
31.03.2018
AS ON
AS ON
AS ON
AS ON
AS ON
AS ON
SALE/
PARTICULARS
Provided
Written
Back
Dep
Dep
TANGIBLE ASSETS
LAND FREE HOLD 6,376.75 0.00 7.82 6,368.93 0.00 0.00 0.00 0.00 6,368.93 6,376.75
LAND LEASE HOLD 171.89 0.00 0.00 171.89 22.20 1.77 0.00 23.97 147.93 149.70
FACTORY BUILDINGS 22,273.24 1,283.08 0.00 23,556.31 5,046.56 724.46 0.00 5,771.02 17,785.29 17,226.68
OFFICE BUILDINGS 668.81 0.00 52.08 616.73 121.32 10.40 (8.57) 123.15 493.58 547.49
R&D BUILDINGS 2,391.47 0.00 0.00 2,391.47 696.09 75.42 0.00 771.51 1,619.96 1,695.38
BUILDING - PILOT 170.22 0.00 0.00 170.22 69.55 5.26 0.00 74.81 95.41 100.67
PLANT
PLANT & 74,830.27 6,553.74 0.00 81,384.01 27,646.24 3,574.72 0.00 31,220.96 50,163.05 47,184.03
MACHINERY
R&D MACHINERY 6,759.35 289.44 0.00 7,048.79 3,129.33 304.89 0.00 3,434.22 3,614.57 3,630.02
PLANT & 392.34 0.00 0.00 392.34 244.43 17.06 0.00 261.49 130.85 147.91
MACHINERY - PILOT
PLANT
ELECTRIC 6,356.78 211.12 0.71 6,567.20 3,773.90 490.33 (0.44) 4,263.78 2,303.42 2,582.89
INSTALATIONS
ELECTRIC 2.44 0.00 0.00 2.44 2.32 0.00 0.00 2.32 0.12 0.12
INSTALLATIONS -
PILOT PLANT
FURNITURE & 508.57 10.34 1.13 517.79 385.10 20.44 (0.71) 404.83 112.96 123.47
FIXTURES
OFFICE EQUIPMENTS 327.63 13.57 2.14 339.06 276.33 13.14 (2.03) 287.44 51.62 51.30
COMPUTER & 313.14 22.75 0.00 335.90 147.67 72.01 0.00 219.69 116.21 165.47
PERIPHERALS
VEHICLES 1174.95 19.89 52.13 1142.71 906.99 58.37 (49.52) 915.84 226.87 267.96
TOTAL (A) 12,2717.86 8,403.94 116.01 1,31,005.78 42,468.03 5,368.27 (61.29) 47,775.01 83,230.77 80,249.84
INTANGIBLE ASSETS
R&D TECHNOLOGY 11,881.71 0.00 5,013.53 6,868.17 0.00 5,013.53 (5,013.53) 0.00 6,868.17 11,881.71
GOODWILL 21.18 21.18 21.18 21.18
TOTAL(B) 11902.89 0.00 5013.53
TOTAL(A+B+C) 1,36,078.85 8,403.94 5,129.55 1,39,353.24 42,656.19 10,404.77 (5074.82) 47,986.13 91,367.11 93,422.66
PREVIOUS YEAR 1,41,836.25 (2,166.62) 48.19 1,39,621.44 37,593.55 8,661.61 (56.38) 46,198.77 93,422.66 1,04,242.70


i) Previously Company has revalued its assets comprising of Land, Plant & Machinery of Derabassi Unit and
Jammu plant by the approved External valuer to reflect the market value and accordingly the appreciation
amounting to `10,138.73, `14,330.37 & `14,231.00 Lakhs (excluding land and Plant and machinery of Jammu)
respectively have been credited to Capital Reserve Account (Re-valuation Reserve A/c) as on 31.03.2007,
08.06.2011 & 30.06.2012
ii) Depreciation on revalued assets amounting to `1,422.4 Lakhs {P.Y. `1,426.31} has been provided during the year
from the Profit and Loss Account as per the Schedule II of Companies Act 2013 & the same is transferred from
Revaluation Reserve to General Reserves .
iii) Office Buildings includes Mumbai Office Buildings `333.74 Lakhs which was purchased in the name of the
Managing Director of the Company. The Company has entered into an "agreement to sell" and has taken GPA
from the Managing Director. The property is yet to be registered in the name of Company.
iv) Freehold land includes `13.79 crores and Flats `14.58 Crore for which agreement to sell and GPA in favour of
the company has been executed and the same have been put to use. The Freehold Land & Flats are yet to be
registered /transferred in the name of the Company.
(v) Capital Work in Progress (Tangible) includes expenses pending capitalisation `0.00 (Previous Year `1,785.85
Lakhs).
vi) Refer Borrowing notes XI & XII for properties pledged as security towards borrowings.
vii) Intangible assets life has been revised from 10 years to 8 years in accordance with Ind-AS 38 "Intangible
Assets". Additional depreciation due to this change in estimates has impacted the P&L account by `2,055 Lakhs.
(viii) The interest which has been capitalised in Tangible Assets is in conformity with IND-AS 23 " Borrowing
Costs"
OPENING BALANCE
(in CWIP Tangible)
INTEREST COST FIXED
1,748.04 0.00 1,748.04 0.00
ASSETS
SALARY & WAGES 37.81 37.81 0.00
Freight 0.00 0.00 0.00 0.00
TOTAL 1,785.85 0.00 1,785.86 0.00
PREVIOUS YEAR 1,969.24 167.02 350.41 1,785.85
(ix) Capital Work In Process (Tangible)

PLANT&MACHINERY 3,653.56 926.70 3,653.56 926.70
ELECTRIC INSTALATIONS 91.24 107.96 91.24 107.96
FACTORY BUILDINGS 643.06 227.12 643.06 227.12
Total 4,387.86 1,261.79 4,387.86 1,261.79

(x) Capital Work In Process (Intangible)

Software in Progress (SAP) 686.53 38.99 725.53
NOTE : II (` in Lakhs)

i) Investment in Fortune (India) Construction Ltd
48,20,000 Equity Share of `10/- each fully paid up. 498.65 506.81
ii) Investment in Mohali green investment Pvt. ltd
TOTAL 522.78 530.99
Other Investments : (Carried at FVTOCI)

i) Investment in Essix Biosciences Limited
12,35,000 Equity Share of `10/- each fully paid up.) 767.50 767.50
ii) Investment in Nimbua Green Field (Punjab) Ltd
(iii)Investment in Hackim Fariyand Chemi Company 551.99 519.05
Total 1,333.55 1,300.61
GRAND TOTAL 1,856.33 1,831.61
Investments in Fortune (INDIA) Constructions Ltd. includes Goodwill amounting to `9.75 Lakhs and its post
acquisition profits
NOTE : III (` in Lakhs)

Deferred Tax:
The Break Up of Deferred Tax Liabilities/(Assets)
as at March 31, 2019 is as under:
Deferred Tax Liabilities
Depreciation 10,356.14 11,482.04
Total 10,356.14 11,482.04
Deferred Tax Assets



Provision for Doubtful Debts/Gratuity/Bonus/EL Encashment/ 476.11 498.72
commission
Carried Forward Losses as per Income Tax Act 2,271.02 6,339.87
Funded Interest Term loan & Interest Accrued - 8,160.43
NCD valuation as per IND AS 9,406.80 -
Total Deferred Tax Assets 12,153.93 14,999.03
MAT Credit entitlement 6,084.37 6,084.37
Deferred Tax Assets /(Liability) net 7,882.16 9,601.36
Deferred Tax Assets /(Liabilities) Charged to OCI (19.77) 56.49
Deferred Tax Assets /(Liabilities) Charged to P&L A/c (1,699.42) (1,095.70)
During the year no MAT liability arise in view of cluase (iii) of Explanation 1 of sub section 2 of Section 115JB of
Income Tax act, 1961.
NOTE : IV (` in Lakhs)

Other Non - Current Assets
(Unsecured but Considered Good)
(a) Security Deposits 180.17 151.69
(b) Capital Advances
-Related Party 5,461.81 4,975.09
- Others 52.58 1,223.47
Total 5,694.55 6,350.25
NOTE : V (` in Lakhs)

(a) INVENTORIES
(As per inventories taken, valued & certified by the Management)
Raw Materials 5,713.66 6,682.16
Work in Process 15,053.65 14,555.11
Finished Goods* 9,864.37 8,494.73
Goods-in-Transit (Raw material) 1,493.48 1,269.00
Stores & Consumables 793.88 690.33
Total 32,919.04 31,691.33
*Finished Goods inventory includes material lying at port

NOTE : VI (` in Lakhs)

Trade Receivables
- Unsecured Considered good* 35,085.08 40,775.98
35,085.08 40,775.98
*Includes Amounts due from Related Parties 19,311.96 19,923.75
NOTE : VII (` in Lakhs)

Cash and Cash equivalents
Cash balance in hand 97.09 349.39
Bank balances with Scheduled Banks :
Fixed Deposits With Banks* 2,416.25 530.18
Interest accrued but not due on Fixed Deposits 26.02 26.15
Current Accounts 457.44 39.01
Total 2,996.80 944.73
*Fixed Deposits With Banks include Margin monies against LC and margin monies against liquid funds for public
deposits.
NOTE : VIII (` in Lakhs)

Other Current Assets
(a) Loans and advances (Unsecured but considered good)
-Related Parties* 7,580.74 5,705.66
-Others Advances to Creditors 1,000.70 2,100.53
(b) Others
-Indirect Taxes Recoverable - Cenvat/Vat /GST 2,094.29 1,209.69
-Advance Custom Duty Paid /Export Incentive Scheme 98.82 68.49
-Advance Tax/TDS 386.05 543.64
-Prepaid Expenses 128.68 95.45
-Advances recoverable in cash or in kind or value to be received 219.65 790.60
Total 11,508.93 10,514.06
* Loans/advances represents advances to Related parties for Business purpose only.


NOTE : IX (` in Lakhs)

SHARE CAPITAL
a) Authorised
Nil (Previous Year NIL) Equity share of `10/- Each
6,00,00,000 (Previous Year 6,00,00,000) Equity Shares of `10/- Each 6,000.00 6,000.00
b) Issued, Subscribed & Paid Up

22,91,938 (5,37,631) Equity share of `10.00 each* 229.19 53.76
4,75,69,190 (Previous Year 4,52,77,252) Equity Shares of `10/-each 6,089.45 4,527.73

fully called up and paid up.
c) Share Forfeited
Share Warrants Forfeited Account 63.23 63.23
Equity Share Forfeited Account (175900 shares in the year 2002-03) 8.67 8.67
71.90 71.90
TOTAL 6,161.35 4,599.62
*The addition during the year includes 5,19,989 shares issued under ESOP scheme 2014 & 17,71,949 shares issued
to Edelweiss ARC Limited as per MRA dated 7-6-2018.

d) List of Shareholders holding more than 5 % shares
Name No. of shares No. of shares

As on 31.03.2019 As on 31.03.2018
Ind-Swift Ltd 94,99,720 (19.97%) 94,99,720 (20.98%)
Essix Biosciences Ltd 1,28,27,787 (26.97%) 1,28,27,787 (28.33%)
e) Share Based Payments
The ESOP scheme titled "ESOP 2014” of the Company, was approved by the shareholders on September 30, 2014.
25,00,000 options are covered under the plan . The Company has granted 16,00,000 options till date to its eligible
employees. The vesting period of these options is three years with each option convertible into one equity share
of `10/- each .
As per Ind- AS 102 "Share Based Payments" if the company is unable to measure the fair value of services rendered
by employees, it has tovalue the cost of Employee stock option plans considering the value of equity instruments
granted, Fair value calculation of equity instrument granted is based on market price of equity share instruments,
In previous GAAP Company is already calculating the Intrinsic value on basis of market price of Equity shares and
given the company is unable to reliably estimate the fair value of services Company's accounting treatment of
Share Based Payments is in compliance with Ind-AS 102
The details as to the ESOP exercised during the year is as under :
PARTICULARS 2018-19 2017-18

ESOP Details
No. of options outstanding at the beginning of the year 5,43,109 10,80,740
No of Options Granted during the year 0 0
No. of options exercised during the year 5,19,989 5,37,631
No. of Shares allotted during the year pursuant to exercise of options 5,19,989 5,37,631
Exercise Price `10.00 `10.00
Intrinsic Value `28.58 `28.58
No. of options outstanding/lapse at the end of the year 23,120 NIL
No. of options outstanding at the end of the year NIL 5,43,109


NOTE : X (` in Lakhs)

Other Equity
(A) Reserves & surplus
(a) Capital Reserves :
State Subsidy
Opening Balances:- 27.54 30.08
Less:- Amortisation during the year 2.53 2.53
25.01 27.54
(b) Capital Redemption Reserve 0.02 0.02
(c) Employee Stock Option Outstanding - 155.22
(d) Securities Premium
Opening Balance 23,206.66 23,053.01
Addition during the year 1,132.04 153.65
24,338.71 23,206.66
(e) Revaluation Reserve
Opening balance 25,402.18 26,828.50
Addition (decrease) during the year - -
Less: Depreciation charges on revalued assets trf to General 1,422.40 1,426.31
reserve
23,979.78 25,402.18
(f) General Reserve

As per Last Balance Sheet 9,463.81 8,037.50
Add: Trf from ESOP 6.61 -
Add: Dep on revalued assets Deducted from Revaluation Reserves 1,422.40 1,426.31
10,892.83 9,463.81
(g) Retained Earnings
As per Last Balance Sheet (7,401.89) (9,618.86)
Profit/(loss) of Associates (8.21) 24.99
Add: Profit(Loss) for the year closing 3,844.04 2,191.79
Closing (3,566.07) (7,402.08)
Total (A) 55,670.27 50,853.37


(B) Items of other Comprehensive Income
a)Remeasurement of the defined benefits liabilities /(assets)
Opening balance (128.96) (2.65)
Add/(Less): Movement during the year(net of Tax) 44.22 (126.32)
Closing Balance (84.75) (128.96)
TOTAL (B) (84.75) (128.96)
TOTAL OTHER EQUITY(A+B) 55,585.53 50,724.40
NOTE : XI (` in Lakhs)

Secured Loans
(a) (i)Non Convertible debenture 74,999.25 -
(ii)Optional Convertible debenture 7,544.08 -
(b)Term Loans
From Banks - 50,172.42
From other parties 12,842.51 224.65
UnSecured Loans:-
Total 96,557.92 52,049.50
(b) Provisions
(i) Gratuity Payable 1,048.10 933.18
(ii) Compensated absences 385.99 399.06
Total 1,434.09 1,332.23
NOTE : XII (` in Lakhs)

Current Liabilities
Secured
(i) Borrowings for working capital. 6,398.93 27,897.80
Unsecured
(ii) Others 1,752.67 1,701.38
(III) Loans From Directors 99.00
Total 9,251.51 31,131.14


(a) Maturity profile of term Loans:- Secured loan from Banks /ARC outstanding as on 31.03.2019
Particulars & Interest Rate Amount Instalment Due After F.Y After F.Y
(In Lakhs) F.Y 2019-20 2019-20 2019-20
NCD (Edelweiss) 72,600.00 0.00 72,600.00 10.00%
OCD (Edelweiss) 7,544.07 0.00 7,544.07 10.00%
Asset Reconstruction Company (India) Ltd 1,472.51 328.96 1143.55 9.00%
Edelweiss Asset Reconstruction Company Ltd (Trustee) 12,699.00 1,000.00 11,699.00 9.00%
Edelweiss Asset Reconstruction Company Ltd 350.00 350.00 0.00 20.00%
Term Loan - BOI ECB 1,151.78 1,151.78 0.00 6.95%
SC LOWY Asset Management(HK) Limited 2,905.19 2,905.19 0.00 NA
Total 98,722.56 5,735.94 92,986.62
(b) For the loans assigned to Edelweiss Assets of the outstanding debt of SBI and other banks as
Reconstruction Company Limited (EARCL) in the agreed with EARCL.
previous years, the company has executed Master
(d) Further the NCDs are valued at `726.00 crores in the
Restructuring Agreement dated 07.06.2018 with
books in compliance to the IND-AS 109”Financial
EARCL on behalf of the EARCL trusts resulting in
Instruments” resulting in an expense of `301.50
the existing debts of the company restructured.
Crores on account of De-recognition of liabilities
Accordingly existing debt of `217.78 Crores is
has been provided in the books under the head
restructured/merged/converted into term loan
exceptional items as on 31.03.2019.
of `132 Crores @ 9% p.a payable in 23 quarterly
instalments starting from 30.09.18. In addition (e) PUBLIC DEPOSIT RESTRUCTURING
to the above mentioned term loan, the company
has allotted 1771949 equity shares of `10 each at Under the provisions of the Companies Act, 2013,
premium of `55.50 per share. the Company has got its Public Deposit Scheme
restructured vide its order No. C.P 27/01/2013 of
(c) During the year the company has raised funds of company law board. Dated 30.09.2013 through
`424.50 crores through private placement of 10 % Hon'ble Company Law Board. The Company has
Secured Listed Rated Redeemable, 4245 Numbers been granted extension of time in repayment of
of Non- Convertible Debentures @ `10 Lakhs each these deposits. During the current year the company
redeemable at premium at the end of 6 years so has made repayment of fixed deposits and interest
that the total IRR on the amount so raised shall amounting to `1400.91 Lakhs)
be 20 % and also raised a sum of `75.44 crores
through private placement of 11517670 numbers of (f) DETAIL OF CHARGES ON ASSETS
Optionally Convertible Debentures of `10 each at a
(1) The Non Convertible Debenture (NCD) of `424.50
premium of `55.50 per OCD at the coupon rate of 10
crores; Optionally Convertible Debenture (OCDs)
% p.a. with an option of conversion of one OCD into
of `75.44 crores ; Bank of India-ECB `11.52 Crores,
one equity share at any time upto eighteen months
Asset Reconstruction Company India limited
from the date of allotment at a reference price of
(ARCIL) debt of `14.72 crores; SC lowy primary
`65.50 per share. The proceeds from the issue of
investment limited `29.05 crores; Edelweiss
NCD & OCDs were utilised mainly for the settlement

Assets Reconstruction Company limited debt of all the lenders including the NCD and OCD
`130.49 crores is secured as under : holders. The same is in process and will be
completed in current financial year.
(i))a first ranking pari passu charge over the
entire fixed assets (both present and future) 2) Bank borrowings for working capital `63.99
of the borrower by way of an equitable crores (P.Y. `54.95 Crores) from Bank of India &
mortgage, in favour of " Security trustee 1 " I.D.B.I., are secured by :-
for the benefit of the respective lenders and
(i) a first ranking pari passu charge over the
(ii) a second ranking pari passu charge over entire current assets on the borrower in
the entire current assets on the borrower in favour of " Security trustee " for the benefit of
favour of " Security trustee 2 " for the benefit the respective lenders and
of the respective lenders and
(ii) a second ranking pari passu charge over
(iii) unconditional and irrevocable on demand the entire fixed assets (both present and
personal guarantee from each promoter future) of the borrower by way of an equitable
to the extent of their respective net worth mortgage, in favour of " Security trustee " for
in the form acceptable to the lenders and the benefit of the respective lenders and
the security Trustee 1 in the favour of
(iii) unconditional and irrevocable on demand
the " Security Trustee 1" for benefit of the
personal guarantee from each promoter to
respective lenders and
the extent of their respective net worth in
(iv) unconditional and irrevocable on the the form acceptable to the lenders and the
demand corporate guarantee from each of the security Trustee in the favour of the " Security
affiliate companies in the form acceptable to Trustee " for benefit of the respective lenders
the lenders and the "Security Trustee 1" in and
the favour of the "Security Trustee 1" for the
(iv) unconditional and irrevocable on the
benefit of the respective lenders and
demand corporate guarantee from each of the
(v)Pledge of Promoters Group Shareholding in affiliate companies in the form acceptable
the borrower (2,15,56,851 no of shares out of to the lenders and the "Security Trustee " in
the fully diluted equity share capital of the the favour of the "Security Trustee " for the
borrower as on the effective date), free of all benefit of the respective lenders and
encumbrances.
(v) Pledge of Promoters Group Shareholding in
Note: The Company has appointed M/s Vistra the borrower (2,15,56,851 no of shares out of
(ITCL) Limited as Debenture Trustee for the the fully diluted equity share capital of the
benefit of the NCDs and OCDs & M/s IDBI borrower as on the effective date), free of all
Trusteeship Services limited as the Security encumbrances.
Trustee to hold the Security on behalf of


NOTE : XIII (` in Lakhs)

Trade Payable:
(i) Raw Material 8,869.81 8,514.41
(ii) Other Creditors 3,798.16 4,349.32
Total 12,667.97 12,863.74
NOTE : XIV (` in Lakhs)

Other Current Liabilities:
(i) Advances from Customers 391.12 618.37
(ii) Advance from Related Party - -
(iii) Statutory Liabilities 227.89 237.45
(iv) Expenses Payable 943.16 884.15
(v) Current Maturity of Term Loan From Banks/financial institution 5,735.94 25,125.77
(vi) Interest accrued on bank borrowing & Others 3,275.81 22,158.71
Total 10,573.92 49,024.44
i) Statutory Liabilities include TDS/TCS payable, ESI Payable, PF payable, Labour welfare Payable, GST Payable,
professional tax etc.
ii) Expenses payable include Salary, wages, Bonus, Short term compensated absences and gratuity payable, Audit
Fees, Electricity Exp payable etc.

b) Short Term Provisions :
(i) Income Tax 31.41 259.53
Total 31.41 259.53
NOTE : XV
REVENUE FROM OPERATIONS
1. Disaggregated revenue information
Set out below is the disaggregation of the Company’s revenue from contracts with customers: (` in Lakhs)

31.03.2019 31.03.2018
Type of goods or service
Sales of APIs
Sale of manufactures Products 75,625.57 76,512.34
Sale of traded Products 34.68 35.95


31.03.2019 31.03.2018
Revenue within India 25,393.33 22,876.52
Revenue Outside India 50,266.93 53,671.77
Timing of revenue recognition
Goods transferred at a point in time 75,660.26 76,548.29
Note : Revenue from operations for the year ended March 31 2019 includes excise duty NIL (Previous Year INR 296
Lakhs . From 1 July 2017 onwards the excise duty and most indirect taxes of India have been replaced with Goods
& service Tax (GST) .The company collects GST on behalf of the Government .Hence,GST is not included in Revenue
from operations . In view of the aforesaid change in indirect taxes,Revenue from operations year ended March
31,2019 is not comparable with March 31,2018.
2. Contract balances
The following table provides information about receivables, contract assets and contract liabilities from contracts
with customers (` in Lakhs)

Contract Assets
Trade receivables 35,085.08 40,775.98
Contract liabilities
3. Reconciling the amount of revenue recognised in the statement of profit and loss with the contracted price
(` in Lakhs)

Revenue as per contracted price 75,991.53 77,031.17
Adjustments
Sales return 331.27 482.88
Revenue from contract with customers 75,660.26 76,548.29
4. The transaction price allocated to the remaining performance obligation (unsatisfied or partially unsatisfied) as
at March 31, 2019 are, as follows (` in Lakhs)

TOTAL 391.12 618.37


NOTE : XVI (` in Lakhs)

OTHER INCOME
Export Incentive & other Operating Income 2,188.83 1,439.29
Interest Income 257.82 384.62
Dividend Income
-Subsidiaries 0.00
Other Non operating Income 291.23 13.96
Total 2,737.88 1,837.87
NOTE : XVII (` in Lakhs)

COST OF MATERIAL CONSUMED/SOLD
Opening Stock 7,951.16 8,392.60
Add :-
Purchases 40,383.93 36,309.87
Excise Duty Paid - 296.42
48,335.09 44,998.89
Less: Closing Stock 6,735.34 7,951.16
Total 41,599.75 37,047.72
NOTE : XVIII (` in Lakhs)

INCREASE /DECREASE IN INVENTORY
Opening Stock
Work in Process 14,555.11 16,897.29
Finished Goods 8,494.73 8,423.04
23,049.84 25,320.33
Closing Stock
Work in Process 15,053.65 14,555.11
Finished Goods/Stock in Trade 9,864.37 8,494.73
24,918.02 23,049.84
Total 1,868.19 -2,270.50

NOTE : XIX (` in Lakhs)

EMPLOYEE BENEFITS EXPENSES
Directors Remuneration
--Salary & Allowances 407.70 407.68
--Contribution to P.F. 0.65 0.65
Salary & Allowance 1,970.10 2,195.38
Salary & Wages 6,419.67 5,969.70
P.F. & Other Funds 294.54 283.64
Staff Welfare Expenses 110.45 107.71
Recruitment Expenses 4.00 7.05
Gratuity Premium 184.63 183.01
Training & Development Expenses 0.83 3.62
ESOP - 61.53
Total 9,392.58 9,219.98
In terms of the provisions of the Section 197 of the Companies Act,2013 as amended by the Companies Amendment
Act, 2017, the shareholders in their Extra-Ordinary General Meeting held on 11th February, 2019, have approved
the waiver of the excess remuneration paid to Sh.N.R.Munjal, Chairman and Managing Director (`4.86 cr.) , Sh.
Himanshu Jain, Jt. Managing Director (`4.86 cr.) & Sh. Rishav Mehta, Executive Director to 22-03-2018. The
shareholders have also accorded their approval to the payment of remuneration to all these directors for the period
from 23-03-2018 till 22.03.2021 for amount upto of `25 Lakhs, 25 Lakhs and 20 Lakhs per month respectively even
in case the same exceeds the limit specified under the Schedule V of the Companies Act, 2013.
NOTE : XX (` in Lakhs)

FINANCE COST
Interest on Term Loans 1,340.17
Interest on Debentures 6,425.07 2,010.97
Interest on Working Capital 630.72 682.26
Bank Charges & Others 824.27 871.95
Forex Fluctuations-Expenses (gain) -886.95 -744.35
Total 8,333.28 2,820.83


NOTE : XXI (` in Lakhs)

DEPRECIATION & AMORTISATION EXPENSES
Depreciation 10,404.77 8,661.61
Total 10,404.77 8,661.61
NOTE : XXII (` in Lakhs)

OTHER EXPENSES
MANUFACTURING EXPENSES
Job Work Charges 385.29 562.29
Power, Fuel & Water Charges 3,744.02 2,957.90
Stores & Spares 1,220.47 1537.81
Repair & Maint. :
Plant & Machinery 295.03 449.30
Buildings 201.35 532.50
Electrical 170.98 111.77
Other Manufacturing Expenses 172.12 121.84
Total 6,189.25 6,273.41
ADMINISTRATIVE & OTHER EXPENSES

Travelling & Conveyance 222.44 236.86
Auditors Remuneration :
--Audit Fees 4.00 4.00
--Certification Fees 1.00 1.00
--Out of Pocket Exp. 1.22 1.29
Office Rent 57.11 54.57
Rate fee & Taxes 175.54 201.84
Legal & Professional Charges 512.86 584.96
Printing & Stationary 105.02 88.80
Vehicle Running & Maint. 210.61 197.69
Telephone & Postage 49.80 60.29
Office Expenses 130.93 97.71
Charity & Donation 3.89 5.94


Listing Fees 9.35 7.13
Books & Periodicals 0.83 0.97
Meeting, Membership & Subscription Fees 48.71 38.23
Security Expenses 105.65 109.53
Repair & Maintenance-General 81.12 143.03
Other Expenses 30.28 30.79
TOTAL 2,088.97 2,092.32
SELLING & DISTRIBUTION EXPENSES

Advertisement & Publicity 1.22 3.27
Business Promotion 358.54 351.49
Commission on Sales 1,204.42 1,837.19
Packing Material 389.57 358.16
Rebate & Discount 0.00 0.00
Freight Outward 561.94 584.59
ECGC Premium 2.43 0.00
Other expenses 1.50 15.03
TOTAL 2,531.99 3,166.98
RESEARCH & DEVELOPMENT EXPENSES(DB)

Salary & Wages (R&D) 147.06 136.38
Administration Expenses 0.00 0.94
Consumables, Chemicals & Regents 392.68 373.45
Technical Study & Consultancy & Product registration 34.95 2.40
TOTAL 574.69 513.16
RESEARCH & DEVELOPMENT EXPENSES(Mohali)

Raw Material,Consumables, Lab Chemicals & Regents 426.06 1465.13
Salary & Wages 822.16 756.18
Utility & Running/Maint Expenses 93.55 102.81
Analytical Fees & Study 9.86 24.54
Finance & Interest Charges 3.59 -27.30
Patent Filling 8.51 4.01
Administrative Expenses 133.48 167.92
TOTAL 1,497.20 2,493.29



Loss on Sale of Fixed Assets 3.49 -0.22
Provision for Doubtful Debts 0.00 0.00
TOTAL 3.49 -0.22
Grand Total-Note No XXII 12,885.60 14,538.95
NOTE : XXIII (` in Lakhs)
2018-19 2017-18
CONTINGENT LIABILITIES NOT PROVIDED FOR:
a. Letter of Credit against purchase of raw material:
-Domestic 418.94 192.60
-Import 3,507.81 4,007.01
b. Bank Guarantees
-Inland 30.00 37.06
-Foreign Currency 0.00 0.00
c. Export obligation in respect of custom duty : 1,282.06 1,024.35
d. Contingent Liabilities in respect of unassessed/ assessed Unascertained Unascertained
(Pending in Appeal) cases of Income Tax, Excise Duty, Sales
Tax and Service Tax.
e. Corporate guarantees given on behalf of (To the extent Utilized)
Essix Biosciences Ltd 1,787.36 2,072.26
Halcyon Life Science Pvt Ltd 0.00 2,558.19
NOTE : XXIV Estimated amount of contracts remaining to be executed on capital account and not provided for
(Net of advances) ` 136.15 Lakhs (P.Y. `380.82 Lakhs)
NOTE : XXV In the opinion of the Board, the Current Assets, Loans & Advances shown in the Balance Sheet
have a value on realisation in the ordinary course of business at least equal to the amount at
which they are stated.
NOTE : XXVI Other expenses under head administrative expenses includes `5,70,000.00 (Previous Year
`3,30,000.00) paid to directors as sitting fee.

NOTE : XXVII Earning per share is calculated as shown below:-

(` in Lakhs)
F.Y. 2018-19 F.Y. 2017-18
Profit available for Basic EPS (A) 3,844.04 2,197.58
Interest on OCDs (net of Tax) (B) 363.64 0.00
F.Y. 2018-19 F.Y. 2017-18
Profit available for Diluted EPS (A-B) 3,480.40 2,197.58
For Basic Earning
No of weighted average equity shares 4,67,60,170 4,50,68,091
For Diluted Earning
No of weighted average of Diluted Equity Shares 5,46,48,985 4,50,68,091
Nominal Value of Equity Share 10.00 10.00
Earning Per Share (`)
Basic 8.22 4.88
Diluted 6.37 4.88
NOTE : XXVIII In accordance with IND-AS 24, 'Related Party Disclosures', issued by the Institute of Chartered
Accountants of India, the Company has compiled the following information :
a. List of related parties and their relationship
Subsidiary Companies Ind Swift Laboratories Inc. USA

Ind-Swift Middle East FZE (UAE)
Meteoric Life Science Pte Ltd.,Singapore
Associate Companies Fortune(India) Constructions Ltd.
Mohali Green Environment Private Limited
Key Management personnel/Directors Sh. N.R. Munjal, Chairman cum Managing Director
Sh. S.R. Mehta,Non-Executive Chairman
Sh. Himanshu Jain, Jt. Managing Director
Sh. Rishav Mehta, Director
Dr. G.Munjal,Director
Dr. V.R.Mehta,Director
Mr. Gagan Aggarwal, Chief Financial Officer
Sh. Pardeep Verma, AVP- Compliance & CS


Others (Entities in which KMP or their relative is a 3M Advertisers & Publishers Ltd.
Director; or KMP or their relative exercises control Dashmesh Medicare Private Limited
Essix Biosciences Limited
Halcyon Life Sciences Pvt Ltd.
Ind Swift Limited
Mansa Print & Publishers Limited
Nimbua Green Field (Punjab) Limited
Punjab Renewable Energy Pvt Ltd.
Saidpura Envirotech Private Limited
Swift Fundamental Research & Education Society
Vibrant Agro Industries Limited
(` in Lakhs)
Particulers Associates Others (Entities in which Subsidiary
KMP or their relative is a
Director; or KMP or their
relative exercises control
Nature of Transactions 2018-19 2017-18 2018-19 2017-18 2018-19 2017-18
1) Transactions during the year
Purchase - - 7,856.30 6,529.83 - -
Sales - - 7,990.60 9,084.93 1,383.99 3,568.08
Dividend received - - - - 1,008.47 -
Expenses - 175.97 629.80 1,012.44 3.64 3.19
Service taken/Capital Exp. 21.44 298.75 19.18 - - -
Income Recd. - - - - - -
Equity Contribution - - - - - -
Investment Purchased - - - - - -
Corporate Gurantee Given - - 1,787.36 4,697.55 - -
(To the extent utilised) - - - - - -
2) Outstanding Balances as on
31.03.19
Share Capital - - 2,232.75 2,232.75 - -
Investment 522.78 506.00 781.56 781.56 1,353.66 1,354.10
Loan & Advances Given 51.88 51.88 7,528.86 5,757.53 - -
Loan & Advances Taken - - - - - -
Debtors - - 19,263.14 19,923.75 (819.62) (364.75)
Creditors - - - - - -
Capital Advances 5,461.81 4,975.09 - - - -

NOTE : XXIX The balance in the parties accounts whether in debit or credit are subject to confirmation,
reconciliation and adjustment. The impact of the same on the accounts at the year end is
unascertainable .
NOTE : XXX Company has not received intimation from supplier regarding the status under Micro, Small
and Medium Enterprises Development Act 2006 and hence disclosures, if any, relating to
amounts unpaid as at the year end together with the interest paid/payable as required under
the said Act have not been given.
NOTE : XXXI Detail of Auditor's Remuneration(i.e. payment to Auditors)
Particulars F.Y. 2018-19 F.Y. 2017-18

Audit Fees 4,00,000 4,00,000
Certification Fees 1,00,000 1,00,000
5,00,000 5,00,000
NOTE : XXXII Loans & Advances include `15.16 Lakhs (P.Y 7.53 Lakhs) due from CFO. Maximum amount due
during the year is `15.16 Lakhs (P.Y. 15.16 Lakhs) and `12.67 Lakhs (P.Y 12.67 Lakhs) due from
Company Secretary. Maximum amount due during the year is `12.67 Lakhs (P.Y. 12.67 Lakhs).
NOTE : XXXIII (a) The company has not provided quantitive information under clause 2(5) in view of the
exemption granted by central Government vide their notification no. 301 dated 08.02.2011.
2018-19 2017-18
(b) C.I.F. Value of Imports :-(amount in `)
(i) For Raw Material 17,292.72 15,315.57
(ii) For Capital Goods 258.76 236.57
(c) Expenditure in Foreign Currency :(amount in `)
Interest 137.96 175.55
Others 1,186.82 1,163.67
Total 1,324.78 1,339.21
(d) Earnings in Foreign Currency (Amount in `)
FOB Value of Goods 48,046.49 45,423.78
Other Income received 0.00 0.00
NOTE : XXXIV Unpaid dividend as on 31.03.2019 is `3.13 Lakhs (Previous year `6.38 Lakhs). During the financial
year, an amount of `3.25 Lakhs transferred to central government account (IEPF) on account of
unpaid dividend for the financial year 2010-11.
In compliance with section 124 (6) of Companies Act, 2013, 85791 Shares in respect of which
dividend has not been paid or claimed more than seven consecutive years or more was transferred
to IEPF in FY-18-19.


NOTE : XXXV Expenditure on Research & Development

(` in Lakhs)
2018-19 2017-18
a) Addition in Tangible Assets -DB Unit 58.97 255.69
b) Addition in Fixed Assets - Mohali Unit 240.39 36.57
c) Debited to Profit & Loss Account as per Annexure XXII(R&D Mohali Unit) 1,497.20 2,493.29
d) Debited to Profit & Loss Account as per Annexure XXII(DB Unit) 574.69 513.16
e) Depreciation 5,013.53 3,929.72
The Depreciation related to research & development is clubbed under respective head in profit & loss account.
NOTE : XXXVI In accordance with Ind AS 10 "Events after reporting period", we are disclosing that the
company has set-aside an amount of `1,650.00 lakhs for their ongoing litigations.
NOTE : XXXVII Company has classified the following as Exceptional Items:-

(a) Income on account of balances write back of `42,857.55 Lakhs on account of One Time
Settlment with Banks & financial institution.
(b) Expense amounting to `30,150.00 Lakhs on account of de-recognition of liabiliaties by
issuance of NCDs in view of IND-AS 109.
(c) Income on account of Insurance claim amounting to `857.69 lakhs against Fire Loss of
Profit Policy and loss of `161.17 lakhs on account of other insurance claims settled with
SBI Insurance Co Ltd.
(d) Expense on account of old outstanding debit and credit balances debtors and creditors
written off, amounting to `5110.00 Lakhs.
NOTE : XXXVIII Due to inadequacy of Profits in terms of Section 71 (4) of the Companies Act, 2013, the Company
is not able to create Debenture Redemption Reserves (DRR) as required to be created out of the
Profits of the Company.
NOTE : XXXIX Statement containing salient features of the financial statement of Subsidiaries.
(` in Lakhs)
Particulars Ind Swift Meteoric LifeSience Ind Swift Middle
Year Laboratories Inc. PTE. Ltd. East FZE
31-12-2018 31-10-2018 31-3-2019
Capital 2018-19 344 416 646
2017-18 1,228 416 442
Reserves 2018-19 297 5 161
2017-18 252 -47 110

Particulars Ind Swift Meteoric LifeSience Ind Swift Middle

Year Laboratories Inc. PTE. Ltd. East FZE
31-12-2018 31-10-2018 31-3-2019
Total Liablities 2018-19 1,310 95 77
2017-18 1,703 83 73
Total Assets 2018-19 1,952 515 884
2017-18 3,182 451 833
Turnover Net 2018-19 4,590 NIL NIL
2017-18 6,987 NIL NIL
Provision For Tax 2018-19 38 NIL NIL
2017-18 305 NIL NIL
Profit /(Loss before Tax) 2018-19 89 0 0
2017-18 740 -1 -4
Proposed dividend 2018-19 NIL NIL NIL
2017-18 NIL NIL NIL
Reporting Currency:-
Currency $ $ $
Exchange Rate as on 31.03.2019 69.79 73.99 69.17
Exchange Rate as on 31.03.2018 63.93 64.77 65.04
Notes:-
1) In Compliance with provisions of SEBI (LODR) regulations 2015,audited consolidated financial statements
form part of this Annual reports.
2) The company has consolidated the Audited results of its 100 % subsidiary Ind Swift Laboratories Inc for the
financial Year Jan 18 to Dec 18 of the Subsidiary company .
3) The company has consolidated the Unaudited results of its 100 % subsidiary Ind Swift Middle East FZE for the
financial Year Apr 18 to Mar 19 of the Subsidiary company .
4) The company has consolidated the Unaudited results of its 100 % subsidiary Meteoric Lifesciences Pte Ltd for
the financial Year Nov 17 to Oct 18 of the Subsidiary company .
5) The company has consolidated the unaudited results of associate “Fortune (india) Constructions Ltd. “. As per
the Equity Method.
6) Full accounts of the aforesaid subsidiary are available for inspection at the registered office of the Company
and on request will be sent to the members free of cost.


Additional information pursuant to para 2 of general instructions for the preparations of Consolidated financial
statements.
Name of the entity Net Assets (Total Assets

Share in profit or Loss
minus total Liability)
% of consolidated Amount % of consolidated Amount
assets (In Lakhs) profit or Loss (In Lakhs)
Parent Company
Ind Swift Laboratories Ltd 96.91% 58,524 97.77% 3,888.25
Foreign Subsidiaries
Ind Swift Laboratories Inc. USA 1.06% 641 2.23% 88.62
Meteoric Life Science Pte Ltd.,Singapore 0.70% 421 0.00% -
Ind-Swift Middle East FZE (UAE) 1.34% 807 0.00% -
Sub Total 100.00% 60,393 100% 3,976.88
Associates - Indian
Fortune (India) Construction Ltd 488.90 (8.16)
Mohali green investment Pvt. ltd 24.13 (0.05)
NOTE : XL SEGMENT REPORTING

The Company operates only in one business segment viz. Bulk Drugs & Pharmaceuticals. However the figures in
Segment Reporting is based on geographical location of its customers.
(` in Lakhs)
REVENUE 20,803 54,857 75,660
(22,877) (53,674) (76,551)
RESULTS 7754 21,699 29,453

(8460) (19,594) (28,054)
Less: Financial Expenses 8,333

(2,821)
Less: Unallocated Expenses 26,570

(21,978)
Add: Operating Income 2,738

(1,838)
Add Extra Ordinary Item 8,294

(130)

(` in Lakhs)
Less: Income Tax Provision 38.23
(305.35)
Add: Mat Credit entitlement -
-
Add: Deferred Tax (1,699)
(1,096)
Profit\(Loss) after Tax 3,844

(2,198)
OTHER INFORMATION
SEGMENT ASSETS 31,485 9,295 40,780
(37,877) (9,249) (47,126)
UNALLOCATED ASSETS 1,50,668

(1,55,172)
TOTAL ASSETS 1,91,448

(2,02,298)
SEGMENT LIABILITIES 10,003 2,665 12,668

(9,976) (2,887) (12,864)
UNALLOCATED LIABILITIES 1,78,780

(1,89,435)
TOTAL LIABILITIES 1,91,448

(2,02,298)
CAPITAL EXPENDITURE (1,526)

(2,116)
DEPRECIATION 10,405
(8,662)
NON CASH EXPENSES OTHER THAN DEPRECIATION 3.49

(0.22)


NOTES:-
1 Geographical Segments
The segment reporting is performed on the basis of the geographical location of customers.
The management views the Indian market and export markets as distinct geographical segments.
2 Segment assets & liabilities

Segment assets consists of debtors, other non-current assets and the segment liabilities consists of creditors.
3 The figures in brackets are in respect of previous year.
NOTE : XLI Post employment Benefits

(i) Defined Contribution Plans:
The Company makes contributions towards provident fund to a defined contribution retirement benefit plan for
qualifying employees. Under the plan, the Company is required to contribute a specified percentage of payroll cost
to the retirement benefit plan to fund the benefits.
ii) Defined Benefit Plan:
A) The Company makes annual contributions to the Group Gratuity cum Life Assurance Schemes administered by
the LIC, a funded defined benefit plan for qualifying employees. The scheme provides for payment as under:
a) On normal retirement/early retirement/withdrawal/resignation: As per the provisions of the Payment of

Gratuity Act, 1972 with vesting period of 5 years of service.
b) On death in service:
The present value of the defined benefit obligations and the related current service cost and past service cost,
were measured using the Projected Unit Credit Method. Based on the actuarial valuation obtained in this respect,
the following table sets out the status of the gratuity plan and the amounts recognised in the Company’s financial
statements as at the Balance Sheet date:
Amount of Expenses Recognised is as follows

PARTICULARS
31-Mar-19 31-Mar-18
In Income Statement 1,84,63,330 1,83,00,672
In Other Comprehensive Income -63,98,933 1,82,80,260
Total Expenses Recognised during the period 1,20,64,397 3,65,80,932

Movements in the present value of the defined benefit obligation are as follows:

PARTICULARS
31-Mar-19 31-Mar-18
Present Value of Obligation as at the beginning 10,36,37,494 6,96,18,790
Interest Expense or Cost 78,70,858 52,87,272
Re-measurement (or Actuarial) (gain)/loss arising from :
- change in demographic assumptions -1,54,68,601
experience variance (i.e. Actual experience vs. assumptions) 1,02,853 -28,11,792
- others -
Effect of change in foreign exchange rates -
Benefits Paid -10,22,511 -28,87,205
Effect of business combinations or disposals -
Present Value of Obligation as at the end 11,48,23,017 10,36,37,494
Bifurcation of Present Value of Obligation at the end of the year as per revised Schedule III of the Companies Act,
2013

Current Liability (Short term) 1,87,74,177 1,53,53,900
Non-Current Liability (Long term) 9,60,48,840 8,82,83,594
Movements in the fair value of the plan assets are as follows:

PARTICULARS
31-Mar-19 31-Mar-18
Fair Value of Plan Assets as at the beginning 1,03,19,977 1,23,75,205
Investment Income 7,83,761 9,39,848
Employer's Contribution 57,1991 5,07,000
Employee's Contribution -
Benefits Paid -10,22,511 -28,87,205
Return on plan assets, excluding amount recognised in net interest -6,40,124 -6,14,871
expense
Fair Value of Plan Assets as at the end 1,00,13,094 1,03,19,977


Expenses Recognised in the Income Statement is as follows

PARTICULARS
31-Mar-19 31-Mar-18
Loss/(Gain) on settlement -
Net Interest Cost/(Income) on the Net Defined Benefit Liability/(Asset) 70,87,097 43,47,424
Expenses Recognised in the Income Statement 1,84,63,330 1,83,00,672
Expenses Recognised in the Other comprehensive income is as follows

PARTICULARS
31-Mar-19 31-Mar-18
Actuarial (gains)/losses
- change in demographic assumptions (1,54,68,601)
-experience variance (i.e. Actual experience vs. assumptions) 1,02,853 (28,11,792)
- others -
Return on plan assets, excluding amount recognised assumptions) 6,40,124 6,14,871
Re-measurement (or Actuarial) (gain)/loss arising because of change -
Components of defined benefit costs recognised in because of change -63,98,933 1,82,80,260
The principal financial assumptions used in the valuation are shown in the table below:

Discount rate (per annum) 7.25% 7.60%
Salary growth rate (per annum) 8.50% 10.00%
The discount rate indicated above reflects the estimated timing and currency of benefit payments. It is based on
the yields/rates available on applicable bonds as on the current valuation date.
The salary growth rate indicated above is the Company's best estimate of an increase in salary of the employees
in future years, determined considering the general trend in inflation, seniority, promotions, past experience and
other relevant factors such as demand and supply in employment market, etc.

The amount included in the balance sheet arising from the entity's obligation in respect of its defined benefit plans
is as follows

Fair Value of Plan Assets 1,00,13,094 1,03,19,977
Surplus/(Deficit) -10,48,09,923 -9,33,17,517
Effects of Asset Ceiling, if any
Net Asset/(Liability) -10,48,09,923 -9,33,17,517
iii) Compensatory absences
Actuarial Valuation for Compensated Absences is done as at the year end and the provision is made as per
Company rules with corresponding charge to the Statement of Profit and Loss amounting to `172.51 lakhs
(Previous Year 54.08 lakhs) and it covers all regular employees. Major drivers in actuarial assumptions,
typically, are years of service and employee compensation.
NOTE : XLII Previous year figures have been regrouped, rearranged wherever considered necessary for
comparison.

DIN-00015096
CA Avishkar Singhal


NOTE : XLIII SIGNIFICANT ACCOUNTING other relevant provisions of the Act and accounting
POLICIES:- principles generally accepted in India.
1 BACKGROUND 2.3 BASIS OF PREPARATION
Headquartered in Chandigarh, India, Ind-Swift a) Company has wholly owned subsidiary in USA
Laboratories Ltd is a public limited company which was incorporated on Jan 2, 2004. The financial
incorporated on 04 Jan, 1995 under the provision year of Parent Company is from April 18 to March 19
of companies Act, 2013. Company is global whereas the financial year of Subsidiary Company
manufacturer of APIs, Intermediates and is from Jan 18 to Dec 18. Accordingly, subsidiary's
formulations (through group collaboration). financial statements for the year ended on 31-12-
Having commenced operations in 1997 as an API 2018 are considered for the purpose of consolidation.
manufacturer, the Company continued to focus on Effect for significant transactions or events that the
this business domain as its key business driver. have occurred in subsidiary for period Jan 01, 2019
Currently, it is one of the leading API manufacturers to March 31, 2019 have been accounted for.
in India with a presence in high-value, high-growth b) Company has another wholly owned subsidiary
therapeutic segments. in Singapore which was incorporated on Nov 20,
2.1 STATEMENT OF COMPLIANCE 2009. The financial year of the Parent company
is from April 18 to March 19 whereas the financial
The consolidated financial statements have been
year of Subsidiary Company is from Nov 17 to Oct
prepared in accordance with Indian Accounting
18. Accordingly, subsidiary's financial statements
Standards (“Ind AS”) notified under the Companies
for the year ended on 31-10-2018 are considered for
(Indian Accounting Standards) Rules, 2015 and
the purpose of consolidation. Effect for significant
Companies (Indian Accounting Standards)
transactions or events that the have occurred in
Amendment Rules, 2016, as applicable. For periods
subsidiary for period Nov 01, 2018 to March 31, 2019
up to and including the year ended March 31, 2017,
have been accounted for.
the Company prepared its financial statements in
accordance with the then applicable Accounting c) Company has another wholly owned subsidiary in
Standards in India (‘previous GAAP’). Dubai which in the name of Ind-Swift Middle East
FZE. The financial year of the Parent company
2.2 BASIS OF MEASUREMENT
& financial year of Subsidiary Company are
The consolidated financial statements have been Same.
prepared on the historical cost basis except for: -
d) Company has Investment in associates "Fortune
certain financial assets and liabilities.
(India) constructions Ltd." Company has
These Consolidated Financial Statements of the consolidated its associate accounts as per the IND-
Company and its subsidiaries and its Jointly AS 110 "Consolidated Financial statements"
controlled entity have been prepared in accordance
d) Company has Investment in associates "Mohali
with the recognition and measurement principles
Green Enivironment Private Limmited" Company
laid down in Indian Accounting Standards as
has consolidated its associate accounts as
notified under section 133 of the Companies Act,
per the IND-AS 110 "Consolidated Financial
2013 read with Rule 4 of the Companies (Indian
statements"
Accounting Standards) Rules, 2015 as amended and

e) The Parent Company maintains its records and of assets (other than freehold land and properties
prepares its financial statements under the under construction) less their residual values over
historical cost convention, in accordance with their useful lives, using the straight-line method.
Generally accepted Principles in India, While the The estimated useful lives, residual values and
foreign subsidiary maintain their records and depreciation method are reviewed at the end of each
prepare their financial statements in confirmity reporting period, with the effect of any changes
with Generally Accepted Principles prevalent in in estimate accounted for on a prospective basis.
the country of their domicile. No adjustments are Depreciation is provided on straight line method at
made in these consolidated financial statements for the rates specified in schedule II of the Companies
inconsistencies in accounting policies. Act 2013 on pro rata basis and the assets having
the value upto `5000 have been depreciated at the
2.4 USE OF ESTIMATES
rate of 100%. Lease hold Land is amortized over the
The preparation of the consolidated financial period of lease. The policy of company is to provide
statements in conformity with Ind AS requires depreciation on the Buildings, Plant & Machinery
Management to make estimates and assumptions and Other Fixed assets from the date of commercial
considered in the reported amounts of assets and production/ ready to use.
liabilities (including contingent liabilities) and
2.5.3 INVESTMENT PROPERTY
the reported income and expenses during the
year. Management believes that the estimates Properties that is held for long-term rentals or for
used in preparation of the consolidated financial capital appreciation or both, and that is not occupied
statements are prudent and reasonable. Future by the Group, is classified as investment property.
results could differ due to these estimates and the Investment property is measured initially at its
differences between the actual results and the cost, including related transaction costs and where
estimates are recognised in the periods in which applicable borrowing costs. Subsequent expenditure
the results are known/ materialise. Estimates is capitalised to the asset's carrying amount only
and underlying assumptions are reviewed on an when it is probable that future economic benefits
ongoing basis. associated with the expenditure will flow to the
group and the cost of the item can be measured
2.5 PROPERTY PLANT & EQUIPMENT
reliably. All other repairs and maintenance costs
2.5.1 COST OF PROPERTY PLANT & EQUIPMENT are expensed when incurred. When part of the
All Property, plant and equipment held for use in investment property is replaced, the carrying
the production or supply of goods or services, or amount of the replaced part is derecognised.
for administrative purposes, are valued at cost/ Investment property are depreciated using the
revalued cost net of tax credit wherever eligible. straight line method over their estimated useful
Cost includes all expenses and borrowing cost lives.
attributable to the project till the date of commercial
On transition to Ind AS, the Group has elected to
production/ready to use.
continue with the carrying value of its investment
2.5.2 DEPRECIATION /AMORTIZATION property recognised as at April 1, 2016 measured as
Depreciation is recognised so as to write off the cost per the previous GAAP and use that carrying value
as the deemed cost of investment properties.


2.5.4 INTANGIBLE ASSETS (OTHER ASSETS) 2.8 FOREIGN CURRENCY TRANSACTIONS

Intangible Assets with definite useful lives In relation to the Parent Company
are subject to amortization and are reviewed
Transactions in foreign currencies are recorded
to determine whether there is any indication
at the exchange rates prevailing at the date of the
that carrying Value of these assets may not be
transactions. The gain or loss arising from forward
recoverable . Management judgment is required
transactions have been recognised in the year in
in the area of intangible assets loss particularly in
which the contract has been cancelled/ matured.
assessing :
Monetary assets & current liabilities are translated
Whether an event has occurred that may indicate at year end exchange rates. The resulting gain or
that the related assets values may not be recoverable loss on translation or settlement is recognised in
or the Profit& Loss Account except to the extent of
exchange differences which are regarded as an
Whether the carrying value of an intangible assets
adjustment to interest costs on foreign currency
can be supported by the recoverable amount, being
borrowings that are directly attributable to the
the fair value less costs to sell or net present value
acquisition or construction of qualifying assets,
of future cash flows which are estimated based
are capitalized as cost of assets.Non-monetary
upon the continued use of the asset in the group .
assets and liabilities that are measured in terms
Useful Lives of Intangible assets: of historical cost in foreign currencies are not
retranslated.
Intangible assets related to R&D are amortised over
the period of 8 years on straight line method. In translating the financial statement of
representative foreign offices for incorporation in
2.6 BORROWING COSTS
main financial statements, the monetary assets
Borrowing costs that are directly attributable to the and liabilities are translated at the closing rates
acquisition, construction or production of qualifying non monetary assets and liabilities are translated
assets have been capitalised as part of cost of assets. at exchange rates prevailing at the dates of the
Other Borrowing costs are recognised as an expense transactions and income and expenses items are
in the period in which they are incurred. converted at the yearly average rate.
2.7 INVENTORIES In relation to the Subsidiary Company
Inventories are valued at lower of cost and net In case of foreign subsidiary, the local accounts are
realisable value, Cost includes all charges in bringing maintained in the local and functional currency.
the goods to point of sale. Cost is determined as The financial statements of such subsidiary, which
follows. are integral foreign operations for the parent
2.7.1 Raw Materials and stores and spares are company, have been translated to indian currency
valued on FIFO basis. on the following basis:
2.7.2 Work in Process is valued at estimated cost a) All income and expenses are transalted at yearly
basis and an appropriate share of production average rate of exchange prevailing during the
overheads or net realisable value whichever year.
is less. b) Monetary assets and liabilties are transalted at
2.7.3 Finished Goods are valued at cost and an the closing rate on the Balance Sheet date.
appropriate share of production overheads or c) Non-Monetary Assets and Liabilties are
net realisable value whichever is less. transalted at historical rates.

d) The resulting exchange difference is accounted interpretations apply for the first time in March
as "Foreign Currency Translation Reserve" 2019, but do not have an impact on the financial
which is disclosed separately on the balance statements of the Company. The Company has not
sheet. early adopted any standards or amendments that
2.9 TRADE RECEIVABLES & ADVANCES have been issued but are not yet effective.
Sundry debtors outstanding for more than three years Ind AS 115 was issued on 28 March 2018 and
at the end of Balance Sheet date will be written off supersedes Ind AS 11 Construction Contracts and
from the books of accounts except disputed debtors Ind AS 18 Revenue and it applies, with limited
having matters pending under different Courts. exceptions, to all revenue arising from contracts
Other advances and related party balances with its customers. Ind AS 115 establishes a five-
outstanding for more than 3 years are reviewed step model to account for revenue arising from
by the management at the end of every financial contracts with customers and requires that
year and are written off as per the judgment of the revenue be recognised at an amount that reflects
management. the consideration to which an entity expects to
be entitled in exchange for transferring goods or
2.10 OTHER SIGNIFICANT ACCOUNTING POLICIES
services to a customer.Ind AS 115 requires entities
Other accounting policies adopted for preparation to exercise judgement, taking into consideration
of consolidated financial statements are same as all of the relevant facts and circumstances when
set out in the Part B of Schedule XLV accompanying applying each step of the model to contracts with
the financial statements of Ind Swift Laboratories their customers. The standard also specifies the
Limited. The other accounting policies adopted
accounting for the incremental costs of obtaining a
by subsdiary are the same as that of Ind Swift
contract and the costs directly related to fulfilling
Laboratories Limited in all material respect.
a contract. In addition, the standard requires
2.11 CHANGES IN ACCOUNTING POLICIES AND
extensive disclosures.
DISCLOSURES
The Company adopted Ind AS 115 using the modified
New and amended standards
retrospective method of adoption. The change
The Company applied Ind AS 115 for the first time.
did not have a material impact on the financial
The nature and effect of the changes as a result of
statements of the Company.
adoption of these new accounting standards are
described below. Several other amendments and
DIN-00015096
CA Avishkar Singhal

NOTICE
NOTICE is hereby given that the 24th Annual General “RESOLVED THAT pursuant to the provisions of
Meeting of the Members of Ind-Swift Laboratories Section 148(3) and other applicable provisions, if
Limited will be held on Monday, the 30th Day of any, of the Companies Act, 2013 and the Companies
September, 2019 at 10:30 A.M. at PHD Chamber of (Audit and Auditors) Rules, 2014 (including any
Commerce and Industry, PHD House, Sector 31-A, statutory modification(s) or re-enactment(s) thereof,
Chandigarh-160031, to transact the following business:- for the time being in force), the remuneration
payable to M/s V. Kumar & Associates, Cost
ORDINARY BUSINESS Accountants, having Firm Registration No. 100137,
1. To receive, consider approve and adopt the Audited appointed by the Board of Directors of the Company
Financial Statements (including Consolidated as Cost Auditors to conduct the audit of the cost
Financial Statements) for the year ended 31st March, records of the Company for the financial year
2019 together with the Directors’ and Auditors’ 2019-20, amounting to `2.00 Lakhs (Rupees Two
Reports thereupon. Lakhs only) per annum plus applicable taxes and
reimbursement of out of pocket expenses incurred
2. To appoint Director in place of Mr. Rishav Mehta
by them in connection with the aforesaid audit,
(DIN: 03028663), who retires by rotation and being
as recommended by the Audit Committee and
eligible, offers himself for re-appointment.
approved by the Board of Directors of the Company,
SPECIAL BUSINESS be and is hereby ratified, confirmed and approved.”
3. To consider and if thought fit, to pass, with or 5. To consider and if thought fit to pass, with or
without modification(s) the following resolution as without modification(s), the following resolution as
an Ordinary Resolution: - an Ordinary Resolution:-
“RESOLVED THAT pursuant to the provisions of
“RESOLVED THAT pursuant to Section 188 and
Section 149, 152 read with Schedule IV and other
other applicable provisions if any, of the Companies
applicable provisions, if any, of the Companies Act,
Act, 2013, in terms of the Rule 15 of the Companies
2013 (‘Act’) and the Companies (Appointment and
(Meetings of Board and its Powers) Rule 2014 and
Qualification of Directors) Rules, 2014 (including any
also Regulation 23 of Securities and Exchange
statutory modification(s) or re-enactment thereof
Board of India (Listing Obligations and Disclosure
for the time being in force) and the applicable
Requirements) Regulations, 2015 and subject to
provisions of SEBI (LODR) regulations, 2015, Ms.
such other Regulations, Guidelines and Laws
Neerja Chathley (DIN: 08448077), an Additional
(including any statutory modifications or re-
Director of the Company, who has submitted
enactment thereof for the time being in force) and
a declaration that she meets the criteria for
subject to all applicable approvals, permissions
independence as provided in Section 149(6) of the
and such conditions as may be prescribed by any
Act, be and is hereby appointed as an Independent
Woman Director of the Company, to hold office for a of the concerned authorities while granting such
term of five years w.e.f. 10th May, 2019. approvals, which may be agreed to by the Board of
Directors of the Company, consent of the members
4. To consider and, if thought fit, to pass with or of the Company be and is hereby accorded for the
without modification(s) the following resolution as ratification and for entering into any contracts and/
an Ordinary Resolution:- or arrangements with the following related parties

for amounts not exceeding the limits as detailed below on an annual basis:-
Sr. Name of Related Party Nature of Maximum Limit Nature of Transaction

No. Relationship (In D Crores)
1. Essix Biosciences Group Promoter 150.00 Contracts in terms of section 188(1)(a) to

Limited Company 188(1)(g) of Companies Act, 2013
2. Ind Swift Limited Group Promoter 100.00 Contracts in terms of section 188(1)(a) to
Company 188(1)(g) of Companies Act, 2013
3. Halcyon Life Sciences Group Company 40.00 Contracts in terms of section 188(1)(a) to
Private Limited 188(1)(g) of Companies Act, 2013
4. Dashmesh Medicare Group Company 20.00 Contracts in terms of section 188(1)(a) to

Private Limited 188(1)(g) of Companies Act, 2013
5 Fortune (India) Associate Company 40.00 Contracts in terms of section 188(1)(a) to

Constructions Limited 188(1)(g) of Companies Act, 2013
RESOLVED FURTHER THAT for the purpose of person in whom any of the director of the company
giving effect to the above, the Board/ Committee be is interested’ as specified in the explanation to Sub-
and is hereby authorized to agree, make, accept and section 2(b) of the said Section, of an aggregate
finalize all such terms, condition(s), modification(s) outstanding amount not exceeding D400,00,00,000
and alteration(s) as it may deem fit within the (Rupees Four Hundred Crores only) subject to party
aforesaid limits and the Board/Committee is wise limits as follows:-
also hereby authorized to resolve and settle all
Sr. Name of Company Maximum Limits
questions, difficulties or doubts that may arise with No. under section 185 of
regard to such payment and to finalize and execute the Companies
all agreements, documents and writings and to do (In D Crores)
all acts, deeds and things in this connection and 1. Ind Swift Limited 125
incidental as the Board / Committee in its absolute 2. Essix Biosciences Limited 110
discretion may deem fit without being required to
3. Halcyon Life Sciences 60
seek any further consent or approval of the members Limited
or otherwise to the end and intent that they shall
4. Fortune India Constructions 60
be deemed to have been given approval thereto Limited
expressly by the authority of this resolution.”
5. Mansa Print & Publishers Ltd. 40
6. To consider and if thought fit to pass, with or without 6. Mohali Green Environment 05
modification(s), the following resolution as a Special Private Limited
Resolution: Total 400
“RESOLVED THAT pursuant to the provisions of RESOLVED FURTHER THAT for the purpose
Section 185 of the Companies Act, 2013, as amended of giving effect to this resolution, the Board of
by the Companies (Amendment) Act, 2017 (“said Directors of the Company (hereinafter referred
Section”), approval of shareholders of the Company to as “the Board”, which term shall be deemed to
be and is hereby accorded in respect of loans include any committee thereof) be and is hereby
already made/to be made, guarantees already given/ authorized to negotiate, finalise and agree the terms
to be given and/or security(ies) already provided/ and conditions of the aforesaid loan/ guarantee/
to be provided to an entity under the category of ‘a security, and to take all necessary steps, to execute

all such documents, instruments and writings and the amounts for which guarantee or security
to do all necessary acts, deed and things in order to so far provided to, along with the investments,
comply with all the legal and procedural formalities loans, guarantee or security proposed to be made
and to do all such acts, deeds or things incidental or given by the Board may exceed sixty per cent
or expedient thereto and as the Board may think fit of its paid up share capital, free reserves and
and suitable.” securities premium account or one hundred per
cent of its free reserves and securities premium
7. To consider and if thought fit to pass, with or
account, whichever is more.
without modification(s), the following resolution as
a Special Resolution: RESOLVED FURTHER THAT the consent of the
Company be and is hereby accorded to the Board
“RESOLVED THAT pursuant to the provisions of to invest in the Subsidiaries, Associates, Related
Section 186 and all other applicable provisions, if Parties, make loans to them; provide guarantees/
any, of the Companies Act, 2013 (the ‘Act’), and the security on their behalf, to person, within the limits,
Rules framed thereunder including any statutory if any, as may be applicable from time to time and
modification or reenactment thereof for the time on such terms and conditions as may be deemed fit
being in force, and such other approvals as may be and expedient.
required in that behalf, the consent of the Company
be and is hereby accorded to the Board of Directors RESOLVED FURTHER THAT the Board be and
of the Company (hereinafter referred to as ‘the is hereby authorised to negotiate the terms and
Board’ which term shall be deemed to include any conditions of the above said investments, loan(s),
security(ies) or guarantee(s) as they deem fit and in
Committee which the Board may have constituted
the best interest of the Company and take all such
or hereinafter constitute to exercise its powers
steps as may be necessary to complete the same.
including the powers conferred by this Resolution)
to: RESOLVED FURTHER THAT the Board be and is
• make loans from time to time on such terms hereby authorised to do all such acts, deeds, matters
and conditions as it may deem expedient to any and things as it may, in its absolute discretion,
person or other bodies corporate; deem necessary and with power to settle questions,
difficulties or doubts that may arise in this regard
• give on behalf of any person, body corporate,
without requiring the Board to secure any further
any guarantee, or provide security in connection
approval of the Members of the Company.”
with a loan made by any other person to, or to
any other 1person by anybody corporate; and By Order of the Board
• acquire by way of subscription, purchase or
Sd/-
otherwise the securities of any other body
Pardeep Verma
corporate, in excess of the limits prescribed
Place: Chandigarh AVP-Corporate Affairs &
under Section 186 of the Act up to an aggregate
Date: 10.08.2019 Company Secretary
sum of `500 crores, notwithstanding that the
aggregate of loans and investments so far made,

NOTES: - 8. As a measure of economy, copies of the Annual
Report will not be distributed at the venue of
1. An Explanatory Statement pursuant to Section 102 the Annual General Meeting. The members are,
of the Companies Act, 2013, setting out the material therefore requested to bring their copies of the
facts in respect Item No’s 03-07 is annexed hereto Annual Report to the meeting. Those members
and forms part of this notice. who have not received copies of Annual Report can
2. A MEMBER ENTITLED TO ATTEND AND VOTE IS collect their copies from the Corporate/ Registered
ENTITLED TO APPOINT A PROXY TO ATTEND AND Office of the Company.
VOTE INSTEAD OF HIMSELF AND THE PROXY 9. The Register of Members and Share Transfer Books
NEED NOT BE A MEMBER OF THE COMPANY. A of the Company will remain closed from 26th
person can act as proxy on behalf of members not September, 2019 to 30th September, 2019, both days
exceeding fifty (50) and holding in the aggregate inclusive.
not more than ten percent of the total share capital
of the Company. A member holding more than ten 10. The members are requested to inform changes, if
percent of the total share capital of the company any, in their Registered Address along with Pin Code
carrying voting rights may appoint a single person Number to the Company Secretary at the registered
as proxy and such person shall not act as a proxy for office address.
any other person or shareholder. 11. The Register of Directors’ and Key Managerial
3. A blank Proxy Form is enclosed with this notice Personnel and their shareholding maintained
and if intended to be used, the form duly completed under Section 170 of the Companies Act, 2013, will
should be deposited at the Registered Office of be available for inspection by the members at the
the Company not later than 48 hours before the Annual General Meeting. The Register of Contracts
commencement of the Annual General Meeting. or Arrangements in which Directors are interested,
Proxies submitted on behalf of Companies, Societies maintained under Section 189 of the Companies
etc. must be supported by appropriate resolution/ Act, 2013, will be available for inspection by the
authority as applicable. members at the AGM.
12. Members desirous of seeking any information

4. The Members/ Proxies attending the meeting are
relating to the Accounts of the Company may write
requested to bring the enclosed Attendance Slip and
to the Company at registered office address for the
deliver the same after filling in their folio number at
attention of Mr. Pardeep Verma-AVP Corp. Affairs &
the entrance of the meeting hall. Admission to the
Company Secretary, at least seven days in advance
Annual General Meeting venue will be allowed only
of the Meeting so that requisite information can be
on verification of the signature(s) on the Attendance
made available at the Meeting.
Slip.
13. All documents referred to in the accompanying
5. Duplicate attendance slip shall not be issued at the
notice and the Explanatory Statement are available
Annual General Meeting venue. The same shall be
for inspection at the Registered Office of the
issued at the Registered Office of the Company up
Company during working hours between 10.00
to a day preceding the day of the Annual General
A.M. to 05.00 P.M. except holidays up to the date of
Meeting.
Annual General Meeting.
6. Corporate Members are requested to send a duly
14. Attention of members is hereby invited towards
certified copy of the Board resolution/ Power of
provisions of Section 188 (1) of the Companies Act
Attorney authorizing their representative to attend
2013 wherein under second proviso thereto, no
and vote at the Annual General Meeting.
member of the Company shall vote on such special
7. In case of joint holders attending the meeting, only resolution, to approve any contract or arrangement
such joint holders who are higher in the order of which may be entered into by the Company, if such
names will be entitled to vote. member is a related party.

15. Electronic copy of the Annual Report and Notice of will be provided by Central Depository Services
the 24th Annual General Meeting of the Company Limited (CDSL).
along with Attendance Slip and Proxy Form and
II. The facility for voting through ballot paper shall
instructions for e-voting is being sent to all the
be made available at the AGM and the members
members whose email IDs are registered with
attending the meeting who have not cast their
the Company/Depository Participants(s) for
vote by remote e-voting shall be able to exercise
communication purposes unless any member
their right at the meeting through ballot paper.
has requested for a hard copy of the same. For
members who have not registered their email III. The members who have cast their vote by remote
address, physical copies of the Annual Report and e-voting prior to the AGM may also attend the
Notice of the 24th Annual General Meeting of the AGM but shall not be entitled to cast their vote
Company along with Attendance Slip, Proxy Form again.
and instructions for e-voting is being sent through
the permitted mode. The e-voting facilities will be provided in the
following manners:-
16. In terms of section 107 and 108 of the Companies
(i) The voting period begins on 27th
Act, 2013 read with the Companies (Management
September, 2019 at 9.00 A.M and ends on
and Administration) Rules, 2014 the Company
29th September, 2019 at 5.00 P.M. During
is providing the facility to its Members holding
this period shareholders’ of the Company,
shares in physical and dematerialized form as on
holding shares either in physical form or
the cutoff date 23rd September, 2019 to exercise
in dematerialized form, as on the cut-off
their right to vote by electronic means on any or
date i.e. 23rd September, 2019 may cast
all of the business specified in the accompanying
their vote electronically. The e-voting
notice. Necessary information and instructions for
module shall be disabled by CDSL for
e-voting is also enclosed.
voting thereafter.
The instructions for members for voting (ii) The shareholders should log on to the
electronically are as under: e-voting website www.evotingindia.com.
I. In compliance with provisions of Section 108 (iii) Click on “Shareholders” tab.
of the Companies Act, 2013, Rule 20 of the (iv) Now Enter your User ID
Companies (Management and Administration)
a. For CDSL: 16 digits beneficiary ID,
Rules, 2014 as amended by the Companies
(Management and Administration) Amendment b. For NSDL: 8 Character DP ID followed
Rules, 2015 and Regulation 44 of SEBI (Listing by 8 Digits Client ID,
Obligations and Disclosure Requirements), c. Members holding shares in Physical
Regulations, 2015, the Company is pleased Form should enter Folio Number
to provide members facility to exercise their registered with the Company.
right to vote on resolutions proposed to be
(v) Next enter the Image Verification as
considered at the Annual General Meeting
displayed and Click on Login.
(AGM) by electronic means and the business
may be transacted through e-Voting Services. (vi) If you are holding shares in demat form
The facility of casting the votes by the members and had logged on to www.evotingindia.
using an electronic voting system from a place com and voted on an earlier voting of any
other than venue of the AGM (“remote e-voting”) company, then your existing password is
to be used.

(vii) If you are a first time user follow the steps given below:
For Members holding shares in Demat Form and Physical Form

PAN Enter your 10 digit alpha-numeric PAN issued by Income Tax Department
(Applicable for both demat shareholders as well as physical shareholders)
• Members who have not updated their PAN with the Company/Depository
Participant are requested to use the sequence number which is printed on Postal
Ballot / Attendance Slip indicated in the PAN field.
Dividend Bank Details OR Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as
Date of Birth (DOB) recorded in your demat account or in the company records in order to login.
• If both the details are not recorded with the depository or company please enter
the member id / folio number in the Dividend Bank details field as mentioned in
instruction (iv).
(viii) After entering these details appropriately, NO implies that you dissent to the
click on “SUBMIT” tab. Resolution.
(ix) Members holding shares in physical (xiii) Click on the “RESOLUTIONS FILE LINK”
form will then directly reach the if you wish to view the entire Resolution
Company selection screen. However, details.
members holding shares in demat form (xiv) After selecting the resolution you have
will now reach ‘Password Creation’ menu decided to vote on, click on “SUBMIT”.
wherein they are required to mandatorily A confirmation box will be displayed. If
enter their login password in the new you wish to confirm your vote, click on
password field. Kindly note that this
“OK”, else to change your vote, click on
password is to be also used by the demat
“CANCEL” and accordingly modify your
holders for voting for resolutions of
vote.
any other company on which they are
(xv) Once you “CONFIRM” your vote on the
eligible to vote, provided that company
resolution, you will not be allowed to
opts for e-voting through CDSL platform.
modify your vote.
It is strongly recommended not to share
your password with any other person and (xvi) You can also take a print of the votes cast
take utmost care to keep your password by clicking on “Click here to print” option
confidential. on the Voting page.
(x) For Members holding shares in physical (xvii) If a demat account holder has forgotten
form, the details can be used only for the login password then Enter the User
e-voting on the resolutions contained in ID and the image verification code and
this Notice. click on Forgot Password & enter the
(xi) Click on the EVSN 190902021 details as prompted by the system.
<INDSWFTLAB> on which you choose to (xviii) Shareholders can also cast their vote
vote. using CDSL’s mobile app m-Voting
(xii) On the voting page, you will see available for android based mobiles. The
“RESOLUTION DESCRIPTION” and m-Voting app can be downloaded from
against the same the option “YES/NO” Google Play Store. Apple and Windows
for voting. Select the option YES or NO phone users can download the app from
as desired. The option YES implies that the App Store and the Windows Phone
you assent to the Resolution and option Store respectively. Please follow the

instructions as prompted by the mobile Compounds, N M Joshi Marg, Lower Parel

app while voting on your mobile. (East),Mumbai - 400013, or send an email
(xix) Note for Non – Individual Shareholders and to [email protected] or call
Custodians 1800225533.
• Non-Individual shareholders (i.e. other IV. A member may participate in the AGM even
than Individuals, HUF, NRI etc.) and after exercising his right to vote through remote
Custodian are required to log on to e-voting but shall not be allowed to vote again at
www.evotingindia.com and register the AGM.
themselves. V. A person, whose name is recorded in the register
• A scanned copy of the Registration of members or in the register of beneficial
Form bearing the stamp and sign of the owners maintained by the depositories as on
entity should be emailed to helpdesk. the cut-off date only shall be entitled to avail the
[email protected]. facility of remote e-voting as well as voting at
• After receiving the login details by the AGM through ballot paper.
custodian a Compliance User should VI. Mr. Vishal Arora, Company Secretary
be created using the admin login (Membership No. 4566) has been appointed
and password. The Compliance User for as the Scrutinizer for providing facility to
would be able to link the account(s) for the members of the Company to scrutinize the
which they wish to vote on. In case of voting and remote e-voting process in a fair and
Non-Individual Shareholders, admin transparent manner.
user also would be able to link the
accounts(S). VII.The Chairman shall, at the AGM, at the end of
discussion on the resolutions on which voting
• The list of accounts linked in the login
is to be held, allow voting with the assistance
should be mailed to helpdesk.evoting@
of scrutinizer, by use of “Ballot Paper” for all
cdslindia.com and on approval of the
those members who are present at the AGM but
accounts they would be able to cast
have not cast their votes by availing the remote
their vote.
e-voting facility.
• A scanned copy of the Board Resolution
and Power of Attorney (POA) which VIII.The Scrutinizer shall after the conclusion of
they have issued in favour of the voting at the general meeting, will first count the
Custodian, if any, should be uploaded votes cast at the meeting and thereafter unblock
in PDF format in the system for the the votes cast through remote e-voting in the
scrutinizer to verify the same. presence of at least two witnesses not in the
(xx) In case you have any queries or issues employment of the Company and shall make,
regarding e-voting, you may refer the not later than three days of the conclusion of
Frequently Asked Questions (“FAQs”) the AGM, a consolidated scrutinizer’s report of
and e-voting manual available at www. the total votes cast in favour or against, if any,
evotingindia.com, under help section to the Chairman or a person authorized by him
or write an email to helpdesk.evoting@ in writing, who shall countersign the same and
cdslindia.com or call 1800225533. declare the result of the voting forthwith.
All grievances connected with the facility IX. The Results declared alongwith the report of
for voting by electronic means may be the Scrutinizer shall be placed on the website
addressed to Mr. Rakesh Dalvi, Deputy of the Company www.indswiftlabs.com and
Manager, (CDSL, ) Central Depository on the website of CDSL immediately after the
Services (India) Limited, A Wing, 25th declaration of result by the Chairman or a person
Floor, Marathon Futurex, Mafatlal Mill authorized by him in writing.

The results shall also be immediately forwarded including Annual Report, Notices, and Circulars
to the BSE Limited and National Stock Exchange etc. from the Company electronically.
of India Limited.
By Order of the Board
X. Members who have not registered their e-mail
Sd/-
address so far are requested to register their
Pardeep Verma
email addresses for receiving all communication
Place: Chandigarh AVP-Corporate Affairs &
Date: 10.08.2019 Company Secretary
Registered Office:
SCO 850,Shivalik Enclave,
NAC, Manimajra,
Chandigarh - 160001
Annexure to Notice
EXPLANATORY STATEMENT UNDER SECTION 102 OF THE COMPANIES ACT, 2013
Item No. 3 chairmanships of Board Committees, shareholding and

The appointment of Ms. Neerja Chathley (DIN: 08448077) relationships between directors inter-se as stipulated
as an Independent Woman Director of the Company is as required under Regulation 36 of SEBI (LODR)
proposed for the term of five years from 10th May, 2019 Regulations is appended below: -
to 9th May, 2024.
Name of Director Ms. Neerja Chathley
The Company has received notice under Section 160 Age 64 Years
of the Companies Act, 2013 from a member along with
Nationality Indian
the requisite deposit signifying its intention to propose
the candidature of Ms. Neerja Chathley for the office of Date of Appointment 10th May, 2019
Independent Director of the Company. The Company Shareholding in the Nil
has also received declaration from Ms. Neerja Chathley Company
that she meets the criteria of independence as Qualifications M.A., M. Ed.
prescribed under Section 149 (6) of the Companies Act,
Expertise in specific Over 33 years of experience
2013 and also under of the SEBI (LODR) Regulations,
Functional Area in Education Sector.
2015. Further, she has also confirmed that she is not
disqualified from being appointed as Director under Directorships held in Nil
Section 164 of the said Act. other listed companies
/ Chairmanships
In the opinion of the Board, Neerja Chathley, meets the or Memberships of
criteria of independence as provided in the Section 149 Committees in other
read with Schedule IV of the Act for such appointment. listed Companies as on
31.03.2019
Brief resume of the Director, nature of her expertise
in specific functional areas and names of companies Relationship inter-se Nil
in which she holds directorships and memberships/ between Directors

Keeping in view her expertise and knowledge, it will be financially or otherwise, concerned or interested, in the
in the interest of the Company that Ms. Neerja Chathley said resolution.
is appointed as an Independent Director.
The Board of Directors recommends the Ordinary
A copy of the draft letter of appointment to be issued Resolution as set out at Item No. 4 of the Notice for
to the Appointee for appointment as an Independent approval by the members.
Director setting out the terms and conditions shall
Item No. 5
be kept open for inspection by the Members at the
Registered Office of the Company during usual business Your Company has entered into a transaction with the
hours viz. 10.00 AM to 5.00 PM on any working day till companies as mentioned in the resolution which is a
the date of the Annual General Meeting. This Statement “Related Party” as defined under Section 2 (76) of the
may also be regarded as a disclosure under the SEBI Companies Act, 2013.
(LODR) Regulations, 2015.
As per the provisions of Section 188 (1) of the Companies
Except for Ms. Neerja Chathley, her relatives who Act, 2013 “Related Party Transactions” requires prior
may be deemed to be interested in the respective consent of the Board where transactions proposed to
resolution at item no. 3 of the Notice as it concerns her be entered into falls in the list of items referred therein
and are within threshold limits prescribed under Rule
appointment as Independent Director, none of the other
15 of the Companies (Meeting of Board and its Power)
Directors / Key Managerial Personnel of the Company /
Rules, 2015. Proviso to Section 188 further provides
their relatives are, in any way, concerned or interested,
that nothing contained in sub-section (1) of Section
financially or otherwise, in the said resolution set out at
188 applies where transactions are entered into by
Item No. 3 of the Notice.
the company in the ordinary course of business other
The Board recommends the Ordinary Resolution set than transactions which are not on an arm’s length
out at Item No. 3 of the Notice for approval by the basis. The Regulation 23 of Securities and Exchange
shareholders. Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015, defines term Material
Item No. 4 Related Party Transaction. It provides that all related
The Board of Directors of the Company on the party transactions shall be considered as “Material”
recommendation of the Audit Committee, approved if the transaction entered with or transactions to be
the appointment and remuneration of M/s V. Kumar & entered individually or taken together with a Related
Associates, Cost Accountants, to conduct the Cost audit Party along with previous transactions during a
of the cost records of the Company for the financial Financial Year exceeds 10% of the Annual Consolidated
year ended 31st March, 2020. Turnover of the company as per the Last Audited
Financial Statement of the Company. The Material
In terms of the provisions of Section 148(3) of the Related Party Transactions requires approval of the
Companies Act, 2013 read with Rule 14(a)(ii) of the Shareholders by passing an Ordinary Resolution
Companies (Audit and Auditors) Rules, 2014, the and in respect of voting on such resolution(s), all the
remuneration payable to the Cost Auditor is required to related parties shall abstain from voting, irrespective of
be ratified by the members of the Company. Accordingly, whether the entity or person is a party to the particular
the members are requested to ratify the remuneration transaction or not, pursuant to Regulation 23(7) of SEBI
payable to the Cost Auditors for audit of cost records of (LODR) Regulations.
the Company for the financial year 2019-20 as set out in
the resolution for the aforesaid services to be rendered Members may please note that in light of the limit
by them. as prescribed under Companies Act & SEBI (LODR)
Regulations the Company may enter into the
None of the Directors or Key Managerial Personnel transaction with its’ Related Parties for more than the
of the Company (including relatives of Directors and limits as specified in Rule 15 of the Companies (Meeting
Key Managerial Personnel) are in any way, whether of Board and its Power) Rules, 2015 in ordinary course

of business. Accordingly the resolution of Item No. 5 of The following are the particulars under Rule 15 of
Notice is proposed for approval of members for entering Companies (Meetings of Board and its Power) Rules,
into transaction with the related party within the limit 2014:
given in the said resolution.
Name of the Related Party Name of Director/KMP Nature of Relationship Nature, Material terms,
who is interested Monetary Value, and
particulars of the Contract
or arrangements
1. Essix Biosciences 1. Sh. Himanshu Jain Common Directors; related Contracts in terms of
Limited 2. Sh. N R Munjal with the Directors of the section 188(1)(a) to 188(1)
2. Ind Swift Limited 3. Sh. Rishav Mehta Company. (g) of Companies Act,
2013.
3. Halcyon Life Sciences Directors are interested
Private Limited since all are the Group
4. Dashmesh Medicare Companies promoted by
Private Limited the same promoters.
5. Fortune (India)
Constructions limited
Sh. Himanshu Jain, Sh. N R Munjal and Sh. Rishav Mehta shareholders approval for the ratification and for
being the Common Directors between the Companies or approval of the loans and advances or for grant of
related with the Directors of other Companies shall be Guarantees or for providing securities to the entities
deemed to be concerned/ interested in the resolution. as mentioned in the resolution No. 6 of the notice upto
the limits specified in the resolution including the
Apart from the above, none of the other Directors or Key loans and advances if any already granted, which fall
Managerial Personnel, or their relatives are, in any way, under the category of ‘a person in whom any of the
are concerned or interested in the resolution as set out director of the company is interested’ for an aggregate
at no. 5 of the Notice. outstanding amount not exceeding `400 Crores (Rupees
For Item No. 6 Four hundred crores only) and necessary delegation of
authority to the Board for this purpose.
In the ordinary course of business the Company has
been dealing with various entities and also have Your Directors recommend the resolution set out at
business transactions with the entities in which either Item no. 6 to be passed as a special resolution by the
Directors are directly or indirectly interested. At times members of the Company. Except Sh. Himanshu Jain,
the Company do advance certain loans and advances Sh. Rishav Mehta and Sh. N R Munjal none of the
and give guarantees to these entities for the business other Promoter, Directors, Key Managerial Personnel
purposes. of the Company and their relatives are deemed to be
concerned.
As per the requirement of the Companies Act,2013 the
Company is required to seek the shareholders approval For Item No. 7
as specified in the explanation to Sub-section 2 of the Pursuant to the provisions of Section 186(2) of the
Section 185 of Companies Act, 2013 by way of a special Companies Act, 2013 (‘Act’), the Company shall not
resolution for the grant of and for the making of Loan(s) directly or indirectly: -
to, and/or giving of guarantee(s), and/or providing of
(a) give any loan to any person or other body corporate;
security(ies) to these entities.
(b) give any guarantee or provide security in connection
In Compliance of the said provision of the Companies with a loan to any other body corporate or person;
Act, 2013 your company now intends to seek the and

(c) acquire by way of subscription, purchase or The Board of Directors recommends the Special
otherwise, the securities of any other body corporate, Resolution as set out at Item No. 7 of the Notice for
approval by the members.
exceeding sixty percent of its paid-up share capital,
free reserves and securities premium account or one Details of Directors Seeking Re-appointment at the
hundred percent of its free reserves and securities forthcoming Annual General Meeting of the Company
premium account, whichever is higher. (pursuant to Regulation 36 of SEBI (LODR) Regulations,
2015)
Pursuant to the provisions of Section 186(3) of the ‘Act’,
where the giving of any loan or guarantee or providing Name of Director Mr. Rishav Mehta
any security or the acquisition of securities exceeds Date of Birth 06.01.1991
the limits specified in Section 186(2) of the ‘Act’, prior
Date of Appointment 23.03.2010
approval by means of a Special Resolution passed at a
General Meeting is necessary. In terms of Rule No.11(1) of Expertise in specific Production Management
the Companies (Meeting of Board and its Powers) Rules Functional Area and Development of New
(‘Rules’), where a loan or guarantee is given or security Generic Products
has been provided by a company to its wholly-owned Qualifications Graduate
subsidiary or a joint venture, or acquisition is made by
Listed Companies in Ind Swift Limited
a holding company, by way of subscription of securities
which Directorships held Essix Biosciences Limited
of its wholly-owned subsidiary, the requirement of
as on 31.03.2019
Section 186(3) of the ‘Act’ shall not apply, however it will
be included for the purpose of overall limit. Chairman/Member of Nil
the Committees of other
In the normal course of business, the Company may Company on which he is
be required to give loans or guarantees or make director as on 31.03.2019
investments in excess of the limits specified in Section
186(2) of the ‘Act’. Accordingly, it is proposed to seek Realtionship inter-se Related with Sh. S R Mehta
prior approval of Members vide an enabling Resolution between Directors and Dr V.R Mehta Directors
to provide Loans, Guarantees and Make Investments up DIN 03028663
to a sum of `500 crores over and above the aggregate
of free reserves and securities premium account of the By Order of the Board
Company at any point of time.
Sd/-
None of the Directors or Key Managerial Personnel Pardeep Verma
of the Company (including relatives of Directors and Place: Chandigarh AVP-Corporate Affairs &
Key Managerial Personnel) is in any way, whether Date: 10.08.2019 Company Secretary
financially or otherwise, concerned or interested, in the
said resolution.

ATTENDANCE SLIP

Registered Office: SCO 850, Shivalik Enclave, NAC, Manimajra, Chandigarh 160101
Corporate Identity Number: L24232CH1995PLC015553
PLEASE FILL ATTENDANCE SLIP AND HAND IT OVER AT THE ENTRANCE OF THE MEETING HALL
Joint Shareholders may obtain additional Slip at the Venue of the meeting.
DP Id* Folio No.
Client Id* No. of Shares
NAME AND ADDRESS OF THE SHAREHOLDER ..................................................................................................................................
..............................................................................................................................................................................................................................
..............................................................................................................................................................................................................................
Please register/ update my/ our under mentioned E-mail ID for sending all future Company’s correspondence:
E-mail ID…………………………………………………………………………………………………….
Shareholder(s) Signature……………………………………………........................….
I hereby record my presence at the 24th ANNUAL GENERAL MEETING of the Company held on Monday, September
30, 2019 at 10:30 AM at PHD Chamber of Commerce and Industry, PHD House, Sector 31-A, Chandigarh-160031.
*Applicable for investor holding shares in electronic form. Signature of Shareholder / Proxy
ADMISSION AT THE ANNUAL GENERAL MEETING VENUE WILL BE ALLOWED ONLY ON VERIFICATION OF THE
MEMBERSHIP DETAILS AND SIGNATURES ON THE ATTENDENCE SLIP.
Route Map for the 24th Annual General Meeting of Ind-Swift Laboratories Limited
to be held on Monday, the 30th Day of September, 2019 at 10:30 A.M. at PHD
Chamber of Commerce and Industry, PHD House, Sector 31-A, Chandigarh-160031
PROXY FORM
[Pursuant to section 105(6) of the Companies Act, 2013 and rule 19(3) of the Companies
(Management and Administration) Rules, 2014]

Registered Office: SCO 850, Shivalik Enclave, NAC, Manimajra, Chandigarh 160101
Corporate Identity Number: L24232CH1995PLC015553
PLEASE FILL ATTENDANCE SLIP AND HAND IT OVER AT THE ENTRANCE OF THE MEETING HALL
Joint Shareholders may obtain additional Slip at the Venue of the meeting.
Name of the member(s): e-mail Id:
Registered address: Folio No/*Client Id:
*DP Id:
I/We, being the member(s) of ....................................... shares of Ind-Swift Laboratories Limited, hereby appoint:
1) ……………………………………… of …………………………………… having e-mail id …….............………………………………………………..or failing him.
and whose signature(s) are appended below as my/our proxy to attend and vote (on a poll) for me/us and on my/
our behalf at the 24th ANNUAL GENERAL MEETING of the Company, to be held on Monday, September 30, 2019
at 10:30 AM at PHD Chamber of Commerce and Industry, PHD House, Sector 31-A, Chandigarh-160031 and at any
adjournment thereof in respect of such resolutions as are indicated below:
S.No. Resolutions
Ordinary Business
1. Receive, consider and adopt the financial statement of the Company for the year ended 31st March, 2019 and
the report of the Auditor and Directors thereon.
2. Re-appointment of Sh. Rishav Mehta, Director who retire by rotation.
Special Business
3. To appoint Ms. Neerja Chathley, as an Independent Woman Director of the Company
4. To Approve remuneration of Cost Auditors for the Financial year 2019-20
5. Approval for Related Party Transactions pursuant to section 188 of the Companies Act, 2013
6. Approval for Loans & Advances under section 185 of the Companies Act, 2013
7. Approval for limits under section 186 of the Companies Act, 2013
Affix
`1.00
Signed this ………….............…. day of ……..............………. 2019 Signature of shareholder Revenue
Stamp
Signature of first proxy holder Signature of second proxy holder Signature of third proxy holder
Note: 1. This form of proxy in order to be effective should be duly completed and deposited at the Registered
Office of the Company not less than 48 hours before the commencement of the meeting.
2. Admission to proxy Holders will be allowed at the meeting only on submission of a Valid ID Proof.
connect | +91 9831016081
Ind-Swift Laboratories Ltd.

SCO 850, NAC, Shivalik Enclave, Manimajra,
Chandigarh – 160101, India

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ENdf-Swi ET LABORA‘E‘QREH UM ind

(A Recognised Export House)

72-2730503, 2730920, Fax + + 91 172 2730504, 2736294

Ref.: ISLL:CH:2019 Date: 7th September, 2019

Mumbai 400 001 -

532305 NSE Symbol: lNDSWFTLAB

Sub: Submission of Annual Report for the Financial Year 2018-19

Pursuant to Regulation (Listing Obligations & Disclosure Requirements)

You are requested to kindly take the same on record.

Against `731.29 crore

Nobody said it’d be

share of ups and keep our eyes on the “where”

downs as well. choice to not doubt the “how”

ANNUAL REPORT 2018-19 1

2 IND-SWIFT LABORATORIES LTD.

Having won our mind

Our growth strategy

Expand presence Establish a presence in existing

Higher sales volumes result in higher revenue.

ENHANCE SHAREHOLDER VALUE

ANNUAL REPORT 2018-19 3

The result of these efforts narrowed

Human capital makes a defining

4 IND-SWIFT LABORATORIES LTD.

Revenue from regulated

ANNUAL REPORT 2018-19 5

At Ind-Swift, we were faced with

We threw this challenge at our

With minimal investment in the

Intellectual capital works wonders!

6 IND-SWIFT LABORATORIES LTD.

ANNUAL REPORT 2018-19 7

At Ind-Swift, this thought did

8 IND-SWIFT LABORATORIES LTD.

The CRAMS business

ANNUAL REPORT 2018-19 9

Ind-Swift Laboratories Ltd is

Our Vision Our Mission Our Values

10 IND-SWIFT LABORATORIES LTD.

ANNUAL REPORT 2018-19 11

lined reactors, the facility is equipped with a cryogenic reactor

Dedicated facility for Oncology products with world-class Isolators.

Four Solvent Recovery plants.

 eriodically inspected and audited by regulatory authorities like USFDA, KFDA,

ZERO discharge facility.

Four Dedicated and multipurpose cGMP manufacturing plants.

Installed Reaction Capacity of 162 KL.

Reactor capacity (KL)

Area (sq. ft.)

Bulk Drug capacity (MT)

12 IND-SWIFT LABORATORIES LTD.

A 2-acre campus area.

 ossesses strong capabilities to develop non-infringing APIs requiring complex

Products commercialised Patents filed

DMFs filed Product pipeline

ANNUAL REPORT 2018-19 13

14 IND-SWIFT LABORATORIES LTD.

ANNUAL REPORT 2018-19 15

16 IND-SWIFT LABORATORIES LTD.

Dedicated facility for Oncology products with world-class Isolators.

eriodically inspected and audited by regulatory authorities like USFDA, KFDA,

ZERO discharge facility.

A 2-acre campus area.

ossesses strong capabilities to develop non-infringing APIs requiring complex