Annual Report
Annual Report
REPORT 2023
01 02 03
Perspectives as a Managing Director 03 Financial Highlights 35 Snapshots 43
Dr. Aman Desai’s integrated approach 07 Business Overview by Rohan Desai 37 Financial Snapshots 45
About Aether 09 Financial Growth 39 Financial Capital 46
Introduction 11 Manufacturing Capital 47
Initial Public Offering (IPO) 13 Human Capital 48
From the inception 15 Intellectual Capital 49
Inauguration of revamped R&D 19 Social Capital 53
Core Competencies 21
Business Models 22
Partnering with 23
Board of Directors 25
SMP and KMP 27
Corporate Information 29
CONT ENTS
04 05 06
Growth Story 55 Statutory Reports 97 Financial Statements 225
Success Biography 57 Board’s Report 99 Audited Standalone Financial Statements 227
Revenue Growth 59 Corporate Governance Report 122 Audited Consolidated Financial Statements 309
Geographical Presence 61 Business Responsibility & Sustainability Report 143 Notice Of The Annual General Meeting 393
Business Segments 63 Management Discussion / Analysis Report 183
Research & Development 65
Why Aether 67
Environmental, Social, Governance 69
QEHS (Quality) 71
QEHS (Environment) 73
QEHS (Health & Safety) 74
Social Capital by Purnima Desai 75
Corporate Social Responsibility (CSR) 77
Blood Donation Camp - Site 5 95
Perspectives as a Managing Director
“Second life innings with inception of Aether in 2013 at the age of 62 years, by swimming
“FIGURES ARE FUN, AREN’T THEY?”
Ashwin Desai
against the tide!” Founding Promoter, Managing Director
Let me start this message from my heart with a big vote of thanks also were impacted by the same but as we had other business
to all our Shareholders who have been with us from the day we segments like Agrochemicals, Material Sciences, Coatings, Oil &
went into Public (IPO) on June 3, 2022; for believing in us, our Gas, Instant Photography and others, we were able to sail
story in the past, accepting our present, and expecting to grow reasonably well in the initial two quarters, though the revenues
with us with belief in our future story. and margins were affected a bit.
Aether means pure in Greek and infinite in Sanskrit, and Nevertheless, the Pharmaceutical Industry has started coming
hence, we have always been, we are, and we would like to be as back to its normal from the mid of the third quarter of FY 2023 and
pure as we can in our approach and commitment. Sky is our limit the demands started to flow well and at last in the last two quarters,
to grow together with the support from each and every more specifically in the Q4 of FY 2023, the demand has come back
stakeholder and Aetherians. to almost the historically normal levels. This revamping of the
Pharmaceutical sector has helped us achieve good results in the
I believe in delivering, rather than talking. And that is the
last two quarters.
philosophy with which my entire family (my wife and two sons)
has been moving forward since 2013, when we created Aether.
CRAMS
We have been delivering what we have said, all throughout the
Aether has always given great prospects for the CRAMS
year, with the quarterly results, the Earning Calls, the Quarterly
business model and that has been proved by us by achieving an
Presentations, the announcements for the new products
increase of more than 70% in revenue in this business model.
launched, revenues achieved, margins earned, and various other
This model is the highest margin business model and the
milestones that we have achieved.
increase in this business model is definitely a significant key for
The Fiscal Year 2023 started off well for us wherein we
our success in Fiscal Year 2023. We expect this business model
created history by listing on Indian Stock Exchanges on June 3,
to show a continued upward trend in the years to come.
2022, with a significant valuation of ₹ 8,000 crores plus and on
the listing day touched the upper circuit within 10 minutes of the
Contract / Exclusive Manufacturing
Bell Ringing Ceremony. Once again a very big thank you to all the
The Contract / Exclusive Manufacturing business model has also
Shareholders who invested in Aether Industries and being part of
picked up well and has shown increase in this Fiscal Year 2023
our history creation.
as well, like the past years. A growth of approximately 60% in this
When we started Aether, we wanted the company to be
business model shows our commitment towards the contract
based on chemistry and technology. Chemistry is obvious. But
manufacturing business model and we are seeing an increase in
technology is something the industry does not adopt much. So,
this business model in the future years to come because many
we thought that we will encompass chemistry with technology,
other contracts are under discussion to materialise in the future
and that will be the driving force behind Aether. Aether is
years to come.
committed to and focuses on producing advanced intermediates
and speciality chemicals involving complex and differentiated
chemistry and technology core competencies. Sustainability and giving back to the Nature
Our R&D expenses (revenue and capital) accounted to 7.51% On one of the most crucial current worldwide topic of
of our total revenue of Fiscal Year 2023, which gives us a core Sustainability and giving back to the Nature / Environment,
strength to build a strong base and approach to our future Aether has always been on front foot as we believe in clean and
growth. Our products find application in the pharmaceutical, green environment, and by doing the best we can do to protect
agrochemical, material science, coating, high performance the environment and Mother Nature.
photography, additive, and oil and gas segments of the chemical We have in July 2022, commissioned a 16 MW Solar Power
industry. Plant at Sarod Village in Bharuch District of Gujarat, for captive
power consumption. This Solar Power plant will take care of our
Manufacturing Unit - 1 (R&D and Pilot Plant facility),
Pharma Industry Slow Down
Manufacturing Unit - 2 (Plot 8203 at GIDC, Sachin, Surat) and
About 45% of the company’s revenues come from the
the newly commissioned Greenfield Manufacturing Unit - 3 (Plot
pharmaceutical business while one-third from supplying
8202/1 at GIDC, Scahin, Surat). This will not only help us reduce
products for the agrochemical industry. In the first two quarters,
our electricity costs by approximately 40% to 45%, but also help
almost all the chemical companies dealing in the Pharmaceutical
us reduce the use of non-renewable electricity sources and thus
sector, felt bad tremors as there was complete slow down and
help the sustainability cause. We are also evaluating a Hybrid
slow intake of material by various pharmaceutical customers. We
Power plant strategy, which will help us take care of night units
Thank you to all the investors, who have believed in us, and have laying ceremony, along with a blood donation camp, where we Otsuka (Japan) and Saudi Aramco. We remain
invested in us during our IPO in June 2022, and in the period collected 706 units of blood. upbeat and positive on this business model for
thereafter. Aether grew as one of the fastest speciality chemical future outlook.
companies in India and we are committed to grow continuously Research & Development The biggest announcement which came
in the years to come. In the Fiscal Year 2023, as mentioned above, we have tripled our from our end was the LOI signed with Saudi
R&D and Pilot Plant facilities by doing a significant level of Aramco Technologies Company. The Letter of
Business outlook CAPEX. We continue to invest increasingly towards R&D Intent captures the preliminary terms of a
Revenue for Aether has grown along with the margins in Fiscal (revenue plus capital expenditure), wherein Fiscal Year 2023, our detailed licensing agreement towards the
Year 2023, compared to Fiscal Year 2022. Though not a big leap R&D spend stands at 7.51% of total revenue of Fiscal Year 2023. manufacturing and commercialization at Aether
but we can say that we have good business to sustain. The Also, the number of qualified employees in R&D Department of the Converge polyols technology and product
CRAMS business model leaping ahead by more than 70% and have increased from 164 (92 Scientists and 72 Engineers) at the series, the manufacturing process for which has
Contract / Exclusive Manufacturing business model showing a end of Fiscal Year 2022 to 233 (111 Scientists and 122 been previously jointly developed and validated
growth of 60% odd in Fiscal Year 2023, compared to Fiscal Year Engineers) at the end of Fiscal Year 2023. This number will keep at pre-commercial scale by Aramco and Aether.
2022, shows that we are not dependent on any single business on increasing as we invest even more towards R&D, envisioning And at the end, I would like to once again
model. Though the LSM business model has shown a downward a good number of CRAMS projects coming to us in the near thank all our stakeholders, all the absolutely
trend, the other two business models, really came up well to help future and also our own products (for the first time in India) wonderful Aetherians, all our investors, and all
us sustain much better. number also increasing, which will help us for future launches at those who are directly or indirectly involved with
Our business models of CRAMS and Contract / Exclusive Site 3, Site 4 and Site 5. Aether!
Manufacturing have shown significant and promising growth. We
are continuing to see a significant upwards trend in inquiries, All said and done
customer additions, previous contract renewals, and actual
business being translated into revenues in the two business
models of CRAMS and Contract / Exclusive manufacturing.
We have, in January 2023, launched our site 3 which is a green-
field production site for our new products, trial runs had started
then and commercial production have also begun since January
“WE MAY
We exhibited in ChemSpec Europe in Germany, Chemicals
America in Charleston USA, various exhibitions in India, China
and Japan in Fiscal Year 2023. Tremendous influx of CRAMS
2023 end. We will step-wise start-up production of 5 new
advanced pharmaceutical intermediates in this new site 3; all 5
products will be manufactured for the first time in India by
BE SMALL
opportunities in the post pandemic era, evidenced by significant
growth in the CRAMS business model as compared to last year.
We continue to talk with the highest technical echelons of
Aether. We have recently got the possession of the Site 3+ and
Site 3++, which are land plots adjacent to Site 3, where we will
be launching 3 new products. This is in addition to the 5 new
COMPARED TO
numerous multi-national innovator companies across the
industry spectrum.
products which are advanced pharmaceutical intermediates
which we will be manufacturing at Site 3.
The land size for the next green field manufacturing site
MANY GLOBAL
Expansions
We fully completed the CAPEX of our newly expanded R&D
which is Site 4 has been increased from 8000 sq. m to 18000
sq. m. Documentation for possession of all the plots and
amalgamation is going on. Our plans towards the next 2 green-
COMPANIES
Centre and it was inaugurated on October 11th, 2022 by Padma
Vibhushan Professor Dr. Man Mohan Sharma. The expansion of
our Pilot Plant also was completed and operational from that time
field manufacturing sites viz. aforementioned Site 4 in Surat and
Site 5 in Panoli, are also advancing well and various activities are
going on towards the planning, including initial civil construction,
BUT WE HAVE
itself.
CAPEX for the new Greenfield Manufacturing Site 3, which
was started in August 2021, was completed in December 2022
product selection, regulatory approval, and overall design of
these 2 new sites. The reason for the large capex is primarily on
the backing of robust inquiries and outsourcing opportunities
ONLY BEEN
and we launched 3 products in January 2023 by commissioning
the start of that manufacturing site for commercial production.
The remaining two products have been launched in April 2023 /
which we have been receiving and remain confident in our
abilities to grab these opportunities and work with world class
corporates across sectors.
MANUFACTURING
May 2023.
Our plans towards the next 2 green-field manufacturing sites
viz. Site 4 in Surat and Site 5 in Panoli, are also advancing well
The growth in our CRAMS business model is continuously on
the rise in the current financial year and the demand for the
products in contract manufacturing is also increasing quarter on
FOR 7 YEARS”
and various activities are going on towards the planning, initial
civil construction, product selection, regulatory approval, and quarter. We have also recently made a few public - Aman
overall design of these 2 new sites. We have on February 8, announcements in this regard which reflect this continuous Dr. Aman Desai
2023, inaugurated the Site 5 at Panoli GIDC by doing a brick growth, which include partnerships with Polaroid (Germany), Promoter, Whole-time Director
Aether Industries Limited, based out of Surat (Gujarat, India), focuses on producing advanced intermediates and speciality chemicals Production capacity of more than 9500 MT is available in our state-of-art and DCS automated manufacturing facilities.
involving complex and differentiated chemistry and technology core competencies. Our products find application in the Aether is also a leading CRAMS (Contract Research and Manufacturing Services) provider and Contract / Exclusive Manufacturing
pharmaceutical, agrochemical, material science, coating, high performance photography, additive, and oil and gas segments of the services provider, built upon technology intensive and state-of-art R&D and Pilot Plant facilities. All of our R&D, Pilot Plant, CRAMS,
chemical industry. and Large Scale Manufacturing facilities are capable of switching between batch and continuous process technology.
Our business was started in Fiscal Year 2013 with a vision to create a niche in the global chemical industry with a creative approach Our products are advanced intermediates and speciality chemicals that occupy a position in the chemical industry value chain
towards chemistry, technology and systems that would lead to sustainable growth. In the first phase of our development through between commodity chemicals and final actives and formulations with our products more closely aligned to the higher value range,
Fiscal Year 2017, we focused on building our team and infrastructure and on our R&D centred around building our core further away from the commodities and closer towards the final active part of the value chain. According to Frost & Sullivan, the
competencies. Our revenue generation operations commenced with our second phase in Fiscal Year 2018. We are one of the Company is known to have strong market positioning in complex intermediates where global competition is intense. (Source: F&S
fastest growing specialty chemical companies in India, growing at a CAGR of nearly 44% between Fiscal Year 2018 and Fiscal Year Report, May 2022, Prospectus of Aether Industries Limited).
2023. The foundation of our Company is our in-house research and development capabilities. Our chemistry and technology core Our sales of our advanced intermediates and speciality chemicals products are predominantly conducted on a business-to-business
competencies and all of our products have been developed by our own R&D team, scaled up in our Pilot Plant, and launched into basis both in India and internationally. A majority of our products are exported internationally, and we export products to 21
production employing in-house design and engineering. countries, including Italy, Spain, Germany, Netherlands, Singapore, the United States and other parts of the world.
Initial Public Offering (IPO)
An important milestone in the history of any company is when it is listed on stock exchanges. We,
Aether Industries Limited, successfully launched our IPO and got listed on June 3, 2022 on the
stock exchanges in India.
Inception & Onwards
2013
2014
2015
2016
2017
2018
2019
2020
2021
Aether Incorporated Developed AIRIS Land Acquisition Commercialisation Expansion QA/QC ₹ 1,000 MM ₹ 2,000 MM ₹ 3,000 MM Launched BFA
• Naming and • Implementation of in- • Acquired land of • Completed • Expansion of the • Achieved revenue of • Achieved revenue of ₹ • Achieved revenue of ₹ • Started commercial
registration formalities house developed 10,500 Sq. Mtrs. at construction of two QA / QC facility at ₹ 1,000 MM 2,000 MM 3,000 MM production of another
completed, web / mobile portal Mfg. Facility 2 production facilities Mfg. Facility 1 • Started commercial • Added a warehouse at • Pilot plant signature product -
• Incorporation AIRIS • Commenced the and started • Team Aether grows production of another Plot No. 6714, GIDC expanded at Mfg. BFA
completed, • SAP B-1 ERP System construction of two commercial > 300 signature product - Sachin, Surat Facility 1 • Added a warehouse
• Aether is born • Team Aether grows > production facilities production at Mfg. OTBN • Started commercial • Added a unit for at Plot No. 8208,
50 • Team Aether grows > Facility 2 production of another expansion of R&D and GIDC Sachin, Surat
• Commencement of 100 • Started commercial signature product - Pilot Plant at Mfg. • Acquired land of
R&D and Pilot Plant production of MMBC Facility 1 5,250 Sq. Mtrs. for
operations at Mfg. signature product - • Team Aether grows > • Received recognition Proposed Greenfield
Facility 1 4MEP 400 from DSIR for R&D Project from GIDC and
• Team Aether grows > Facilities started construction
200 • Added a • Achieved revenue of
Warehouse at Plot No. ₹ 4,500 MM
8206, GIDC Sachin, • Aether team grows >
Surat 700
• Team Aether grows >
500
• Commenced the
construction of Solvent
Recovery Plant at Mfg.
Facility 2
• Implemented in-house
developed web /
mobile based safety /
security system – AES
15 —— Inception & Onwards Aether Industries Limited 16 —— Inception & Onwards Aether Industries Limited
From the Inception & Onwards
2022
2023
Scaling up
Expansion
• Plot No. 14 + 15, approx. 125,000 Sq. Mtrs.
acquired in Panoli GIDC, Gujarat for future Capex • Commercial production commenced at
• Achieved revenue of ₹ 6,000 MM Manufacturing Facility 3 (8202/1, GIDc, Sachin,
• Successfully launched the IPO with Market Cap of Surat)
more than US $ 1 Billion, by listing on Indian Stock • Executed long term contract with Otsuka
Exchanges Chemicals Co., Ltd., Japan
• 16MW Solar Power Plant commissioned, to take • Executed LOI with Saudi Aramco Technologies
care of power requirement at Sites 1, 2 & 3 Company, Saudi Arabia
• Plot 8202/2/A, approx.2,600 Sq. Mtrs. acquired at • Plot 8202/2/B, approx. 2,600 Sq. Mtrs. acquired
Sachin GIDC for further Capex expansion at site 3 Sachin GIDC for further expansion at site 3
• Plot C-24/10 acquired at Hojiwala for warehousing • Commercial launch of Product ISBCC, for the first
requirements of the R&D Centre and World's time in India
Largest Pilot Plant • Achieved annual revenues of ₹ 6,600 MM
• Commercial launch of new Product IDB, for the • Commercial launch of Product ISBCC, for the first
first time in India time in India
• Inauguration of revamped and expanded R&D • Team Aether grows to 880 plus
Centre along with World’s Largest Pilot Plant by
Padma Vibhushan Prof. Man Mohan Sharma
• Executed long term contract with Polaroid Films
BV, Europe
• Commercial launch of Product 10MISB, for the
first time in India
• Dr. Aman Desai honoured Business World BW
Disrupt “40 under 40” Business Leader Award
17 —— From the inception & onwards Aether Industries Limited 18 —— From the inception & onwards Aether Industries Limited
R&D Centre Inauguration
Company’s newly expanded Research & Development Centre was inaugurated on Tuesday, October 11, 2022. The ribbon-
cutting ceremony to inaugurate the Newly Expanded R&D Laboratory was done by Padma Vibhushan Professor Dr. Man Mohan
Sharma as the Chief Guest, in the presence of our Founding Promoters, Mr. Ashwin Desai and Ms. Purnima Desai, Chairman -
Mr. Kamalvijay Ramchandra Tulsian, along with other Board of Directors and the Aetherians.
19 —— R&D Centre Inauguration Aether Industries Limited 20 —— R&D Centre Inauguration Aether Industries Limited
Core Competencies Business Models
(INR MM)
Chemistry Technology
13% - CRAMS
Contract research, scale-up services, technology
FY20
FY21
FY22
275
359
479
development, low volume high value contract FY23 817
manufacturing
FY18 130
Systems Contract / FY19 324
Exclusive Manufacturing
34% Manufacture under contractual supply agreements
FY20
FY21
FY22
223
872
1,402
with MNCs
FY23 2,234
Systems
Matrix
8x8
21 —— Core Competencies Aether Industries Limited
fi
fi
Partnering Up
Ashwin Desai Dr. Aman Desai Leja Hattiangadi Dr. Amol Kulkarni
Founding Promoter, Managing Director, Promoter, Whole-time Director Non-Executive Independent Director Non-Executive Independent Director
Decades of experience in 10+ years experience in Decades of experience in Engineering Experience as a Scientist
Specialty Chemical Industry Specialty Chemical Industry Contracting / Chemical Industry
25 —— The Board Aether Industries Limited 26 —— The Board Aether Industries Limited
SMP and KMP
Senior Management Personnel and Key Management Personnel
Our Senior Management Personnel (SMP), which comprises of Dr. James (Jim) Ringer, Mr. Raymond (Ray) Roach, and Dr. Norbert
Flüggen, are veterans of the chemical industry; true techno-commercial leaders who have spent more than 3 decades at the top
techno-commercial positions of various giant multinational companies, prior to joining Aether. They are also termed as our Global
Technology and Business Development Team.
Their presence in various exhibitions that we attend in USA, Europe and other geographies adds a tremendous significance to our
presence. They bring immense experience, wisdom, knowledge, and network to the Company. They participate in both the micro
and macro platforms of the Company, from project leadership and research / technology guidance to the R&D, pilot plant, and
production teams, to aggressive business development in USA and Europe for the CRAMS / exclusive manufacturing business
models by customer meetings and trade show representations, and finally to the macro vision and future strategy of the company, as
Dr. Norbert Flüggen Faiz Nagariya well as being integral to very preliminary discussions on strategic M&A activities in USA and Europe.
Business Development Leader (Europe) Chief Financial Officer
They are located in the USA and Europe, which are amongst the top regions of Aether revenues and business development. These
Diploma in Physics and a Doctorate of Responsible for overseeing Company's SMP add tremendous value to Aether and represent a massive differentiating factor for Aether as compared to other speciality
Natural Sciences (PhD) degree from the financial operations. FCA from the Institute chemical companies in India.
University of Hannover (Germany). of Chartered Accountants of India, with a
Multiple decades of experience in the bachelor's degree in Commerce from
chemical industry. In past, worked at with University of Mumbai. Brings 25+ years of
ALTANA, AG, Germany. diverse industry experience. Awarded as
CA CFO For emerging corporates by
Institute of Chartered Accountants of India
27 —— SMP and KMP Aether Industries Limited 28 —— SMP and KMP Aether Industries Limited
Corporate Information
Key Managerial Personnel Registered Office and Site 2 Manufacturing Facilities | Long Leased Warehouse | Leased
Chief Financial Officer Aether Industries Limited
Manufacturing Facility 1 1. Plot No. C-24/23, Hojiwala Industrial Estate, Sachin,
CA Faiz A. Nagariya Plot No. 8203, GIDC Sachin,
Plot Nos. B-21/5 and B-21/7 SUSML, Surat-394230, Gujarat, India
Surat-394230, Gujarat, India
Company Secretary & Compliance Officer Road No. 3, Hojiwala Industrial Estate, Sachin,
Phone: +91-261-6603000
CS Chitrarth R. Parghi Surat-394230, Gujarat, India 2. Plot No. 822, GIDC Sachin,
Email: info@aether.co.in
Surat-394230, Gujarat, India
Web: www.aether.co.in
Manufacturing Facility 2
Statutory Auditor CIN: L24100GJ2013PLC073434
3. Plot No. 6714, GIDC Sachin,
Plot No. 8203, GIDC Sachin,
Birju S. Shah & Associates Surat-394230, Gujarat, India Surat-394230, Gujarat, India
113, International Business Centre, Site 1
Nr. Big Bazar, Piplod, Dumas Road, Aether Industries Limited Manufacturing Facility 3 4. Plot No. 8206/A, GIDC Sachin,
Surat-395007, Gujarat, India Plot No. 8202/1, GIDC Sachin, Surat-394230, Gujarat, India
Plot Nos. B-21/5 and B-21/7 SUSML,
Road No. 3, Hojiwala Industrial Estate, Surat-394230, Gujarat, India
5. Plot No. 8208/1 and 2-P, GIDC Sachin,
Cost Auditor Sachin, Surat 394230, Gujarat, India
Manufacturing Facility 3 (under construction) Surat-394230, Gujarat, India
Phone: +91-261-6603000
Ashvin Ambaliya & Associates Email: info@aether.co.in Plot No. 8202/2/A, GIDC Sachin,
B/29, Danev Ashish Society, Surat-394230, Gujarat, India 6. Plot No. C-24/9, Hojiwala Industrial Estate, Sachin,
Web: www.aether.co.in
Surat-394230, Gujarat, India
Nr. Dhanmora Chikuwadi Road, Katargam, CIN: L24100GJ2013PLC073434
Surat-395004, Gujarat, India Manufacturing Facility 5 (activities are yet to commence)
Plot No. 14+15, GIDC Panoli, 7. Plot No. C-24/10, Hojiwala Industrial Estate, Sachin,
USA Office Surat-394230, Gujarat, India (Long Leased)
Bharuch-394115, Gujarat, India
Secretarial Auditor
6004, Harwood Drive, Midland,
Dhirren R. Dave & Company Michigan, 48640, USA Note: Manufacturing Facility 4 Documentation under process
Presently operational in S-1 (3,500 sq. m.) Presently operational in S-2 (10,500 sq. m.) Presently operational in S-3 (5,250 sq. m.) New green-field production site in S-4, soon to start civil
Research & development Large scale Manufacturing and Contract / Exclusive Large scale Manufacturing Plant construction (18,000 sq. m.)
Analytical sciences Manufacturing Plant 3,500 MT per annum Capacity Large scale Manufacturing and Contract / Exclusive
Pilot plant / CRAMS facility 6,096 MT per annum Capacity Manufacturing Plant
(KG to MTs) 7,000 MT per annum Capacity
31 —— Aether Sites Aether Industries Limited 32 —— Aether Sites Aether Industries Limited
Aether Sites (Chemical Zones, Gujarat, India)
S5 - Panoli
21° 32' 19.302" N, 73° 0' 11.34" E
“Our endeavour is to achieve balance between all the three Business Models”
One more year has passed by and I would like to say that it was a
mixed year for us, where we saw ups and downs in the business,
revenues and margins. Successful year, though, due to the IPO
Our Sales Mix stands at Pharma 42%, Agrochemicals 35%,
Material Science 5%, High Performance Photography 6%,
Coatings 3% and Others including Oil & Gas as 9%
“SYSTEMS ARE
we did, which was very successfully launched with the help of
our BRLMs and trust shown by our investors in Aether and its
future growth story.
Our Exports stands at 69%, which includes export to SEZ and
EOU units in India and Domestic Sales stands at 31%. Exports
OFTEN
Despite the various on-going challenges like raw material costs,
end product volatility, increase in the utility costs like steam and
outside the geography of India accounted for 41% of the total
revenue from operations. MISTAKEN AS
energy cost and lastly global geopolitical and economical
situations, Aether is happy to announce that we have seen
growth and upcoming demands in all the business segments.
We believe that with the launch of new products, building up of
new capacities, seeing the increasing demand from marquee
clients across sectors and geographies and renewal of existing
REPLACEMENTS,
We have also exhibited in various exhibitions throughout the
world including India in Fiscal year 2023, which gave us a good
idea of the upcoming growth and opportunities for Aether.
contracts, we are certain to deliver good growth going forward.
Rohan Desai
Promoter, Whole-time Director
Revenue is considered to be blood for any business and is very important for a company to grow and expand its business. It is the Particulars For the For the For the For the For the
revenue combined with the margins and other ratios, which drives the future of any company. year ended year ended year ended year ended year ended
INR MM March 31, 2023 March 31, 2022 March 31, 2021 March 31, 2020 March 31, 2019
Revenue generation for Aether Industries, which was formed in 2013, started only from Fiscal Year 2017, when the Manufacturing
Facility - 2 at GIDC Sachin came into operation. Till then from 2013 till 2017, the Company did only R&D by developing new and
advanced speciality chemicals / intermediates, which were to be launched in India for the first time. Income
Revenue from operations ₹ 6,510.74 ₹ 5,900.47 ₹ 4,498.16 ₹ 3,018.06 ₹ 2,011.80
For initial years, from 2013 to 2017, only R&D and no source of revenue at all, but Aether was focused on its mission and vision
statements to develop chemistries and technologies, based on which the products were to be evolved and developed. Other Income ₹ 165.65 ₹ 69.74 ₹ 39.73 ₹ 19.75 ₹ 20.97
Total income ₹ 6,676.39 ₹ 5,970.21 ₹ 4,537.89 ₹ 3,037.81 ₹ 2,032.77
Revenue for Aether started only in Fiscal Year 2017, that too in the last quarter of that Fiscal Year, when the production of its Greenfield Expenses
project started at its Manufacturing Site - 2, recording merely ₹ 250 MM odd revenues, but booking profits. This embarked the revenue
start for Aether, along with profits and from then, the Company has never looked back and the growth in revenues and margins has Cost of materials consumed operation and ₹ 3,796.14 ₹ 3,585.21 ₹ 2,249.16 ₹ 1,729.90 ₹ 1,142.51
been on increasing trend and that the Company has been able to sustain till now and has future plans to grow its revenues and margin incidental cost
trajectories. We have built our business organically and have demonstrated consistent growth in terms of revenues and profitability. Changes in inventories of finished goods -₹ 622.76 -₹ 704.88 ₹ 57.72 -₹ 168.35 -₹ 46.76
and work-in-progress
In just 7 years of commercial production, we have reported a revenue of ₹ 6,676 MM in Fiscal Year 2023 (₹ 5,970 MM in Fiscal Year
2022). The revenues are an outcome of our three robust business models, Large Scale Manufacturing (LSM), Contract Research and Employee benefits expense ₹ 344.57 ₹ 270.44 ₹ 221.13 ₹ 133.76 ₹ 109.46
Manufacturing Services (CRAMS) and Contract / Exclusive Manufacturing (C/M E), which have been contributing to the total revenues Finance costs ₹ 50.93 ₹ 131.21 ₹ 113.15 ₹ 93.76 ₹ 106.00
year on year. The three business models, LSM, CRAMS and C/E M have contributes ₹ 3,357 MM (Fiscal Year 2022: ₹ 3,955 MM), ₹ Depreciation and amortisation expense ₹ 232.45 ₹ 154.87 ₹ 110.11 ₹ 78.48 ₹ 64.07
817 (Fiscal Year 2022: ₹ 479 MM) and ₹ 2,234 (Fiscal Year 2022: ₹ 1,402 MM) respectively in Fiscal Year 2023. There has been
growth in the CRAMS and C/E M business models which is considerably a good growth but there is a reduction in the LSM business Other expenses ₹ 1,130.27 ₹ 1,068.63 ₹ 848.56 ₹ 605.19 ₹ 331.52
model, which is attributed to the Pharma industry lull down in the first two quarters of the Fiscal Year 2023. Total expenses ₹ 4,931.60 ₹ 4,505.48 ₹ 3,599.83 ₹ 2,472.74 ₹ 1,706.80
Profit before tax ₹ 1,744.79 ₹ 1,464.73 ₹ 938.06 ₹ 565.07 ₹ 325.97
The Company continues to be the fastest growing specialty chemical companies in India, growing at a CAGR of nearly 43.64%
between Fiscal Year 2018 and Fiscal Year 2023. Our revenue from operations have increased at a CAGR of 43.11% from ₹ 1,085 MM in Tax expense:
Fiscal Year 2018 to ₹ 6,511 MM in Fiscal Year 2023. Our revenue from exports (including deemed exports) have grown at CAGR of Current tax ₹ 311.22 ₹ 338.73 ₹ 201.00 ₹ 121.92 ₹ 70.34
84.17% from ₹ 391 MM in Fiscal Year 2018 to ₹ 4,495 MM in Fiscal Year 2023.
Deferred tax ₹ 129.39 ₹ 36.72 ₹ 25.87 ₹ 43.59 ₹ 22.28
The Cost of Goods Sold has also reduced from 48.82% in Fiscal Year 2022 to 48.74% in Fiscal Year 2023, clearly indicating the de- Total Tax Expenses ₹ 440.61 ₹ 375.45 ₹ 226.87 ₹ 165.51 ₹ 92.62
bottlenecking being done in various products by the Company. This reduction is considered very less but taking into account the raw Profit for the period (A) ₹ 1,304.17 ₹ 1,089.29 ₹ 711.19 ₹ 399.56 ₹ 233.35
material pricing in the last quarter of Fiscal Year 2022 and the first two quarters of Fiscal Year 2023, we think that we have been able to
control the Cost of Goods Sold considerably well. Other comprehensive (loss)/income
Items that will not be reclassified
The Company had in this Fiscal Year commissioned a 16MW Solar Power Plant, which started to give out put from July 2022, for its subsequently to profit or loss
Manufacturing Unit - 2 and then for Manufacturing Unit - 1 in March 2023. This has helped the Company to save a considerable
I. Remeasurement of defined benefit -₹ 1.67 -₹ 1.98 -₹ 0.86 -₹ 3.16 -₹ 0.96
amount towards electricity expense, which has come down to 2.87% of the total revenues in Fiscal Year 2023 as compared to 3.60% in
liability / (asset)
Fiscal Year 2022. The plant is expected t be fully utilised for Manufacturing Facility - 1, Manufacturing Facility - 2 and New Greenfield
Manufacturing Facility - 3 (which is commissioned in January 2023) in Fiscal Year 2024, thereby helping the Company to save ii. Income tax relating to remeasurement ₹ 0.42 ₹ 0.50 ₹ 0.22 ₹ 0.92 ₹ 0.21
approximately 40% to 45% or its total electricity costs. of defined benefit liability / (asset)
Total others (B) -₹ 1.25 -₹ 1.48 -₹ 0.64 -₹ 2.24 -₹ 0.75
In the world of increasing prices of various utilities and other expenses, the Company has done a commendable work by reducing the
over all other expenses as percentage of total revenue to 16.93% in Fiscal Year 2023 as against 17.90% in Fiscal Year 2022. Moreover, Total comprehensive income for the ₹ 1,302.93 ₹ 1,087.81 ₹ 710.55 ₹ 397.32 ₹ 232.60
the total expenses, including the Cost of Goods Sold, Employee Costs, Finance Costs, Depreciation and Amortisation and Other period (A+ B)
Expenses, of the Company have been 73.87% of the total revenue in Fiscal Year 2023 as against 75.47% in Fiscal Year 2022. This is Earnings per equity share
showing an overall financial control by the Company on various expenses. [nominal value of ₹ 10]
The Company has reduced the Finance Cost as it has repaid all its Term Loans, which it had taken from the banks and also zeroed Basic ₹ 10.47 ₹ 9.67 ₹ 7.36 ₹ 4.24 ₹ 2.48
down the Working Capital Limits, from the IPO funds, which it has raised in June 2022. The loan repayment was part of the Object Diluted ₹ 10.47 ₹ 9.67 ₹ 7.36 ₹ 4.24 ₹ 2.48
Clause for the IPO.
EBITDA and PAT margins have shown consistent growth year on year, thereby increasing the Net Worth of the Company. The EBITDA
margins have shown an increase from 29.33% in Fiscal Year 2022 to considerably a good margin of 30.38% in Fiscal Year 2023. The
increase in revenue growth, reduction in overall expenses and good EBITDA, has shown a considerable increase in the PAT margins
from 18.25% in Fiscal Year 2022 to 19.53% in Fiscal Year 2023.
As a result of the above foregoings about revenues and margins, the Earnings Per Share (EPS) of the Company has grown year on year.
39 —— Financial Growth Aether Industries Limited 40 ——Financial Growth Aether Industries Limited
Particulars For the For the For the For the For the
year ended year ended year ended year ended year ended
March 31, 2023 March 31, 2022 March 31, 2021 March 31, 2020 March 31, 2019
EBITDA (₹ In MM) ₹ 1862.51 ₹1,681.07 ₹1,121.59 ₹717.56 ₹475.07
EBITDA Margin (%) 28.61% 28.49% 24.93% 23.78% 23.61%
PAT (₹ In MM) ₹1,304.17 ₹1,089.29 ₹711.19 ₹399.56 ₹233.35
PAT Margin (%) 19.53% 18.25% 15.67% 13.15% 11.48%
ROCE (%) 14.28% 23.96% 28.50% 26.07% 25.16%
Debt-Equity Ratio (Times) 0.00 0.74 1.19 2.18 3.27
Return on Net Worth (%) 10.48% 28.16% 40.79% 51.04% 60.54%
Notes:
1. EBITDA is calculated as profit before tax + depreciation and amortisation expense + finance costs - other income
2. EBITDA Margin is calculated as EBITDA divided by revenue from operations
3. PAT is the Profit for the period
4. PAT Margin is calculated as profit for the period/year divided by total income
5. ROCE is calculated as earnings before interest and taxes divided by Capital Employed
6. Debt-Equity Ratio is calculated as Debt divided by total equity
7. Return on Net Worth is calculated as profit for the period/year divided by Net Worth
The Pharma slowdown in the first two quarters of Fiscal Year In the last quarter of Fiscal Year 2022 and the first two quarters
2023, were very much evident from our pie of business of Fiscal Year 2023, the Raw Material pricing saw an upward
segments, wherein the Pharma sectors, which was contributing movement, which was too high that, it had increased the cost of
approximately 60.00% odd in Fiscal Year 2022 has gone down production for almost all the companies. Also, the utility costs like
to 42.15% in the Fiscal Year 2023. But our other business electricity, steam, gas has gone up in Fiscal Year 2023. In spite of
segments / sectors showed an increase in the Fiscal Year 2023, all such factors of increase in RMC, utility costs in Fiscal Year
(INR MM) 2023, we were able to overcome such hurdles, by transferring
compared to Fiscal Year 2022 and hence, the business
revenues were able to grow well in Fiscal Year 2023. the increased cost of RMC to the customers (mostly in Contract /
Exclusive Manufacturing business model instantly and in Large
Revenue EBITDA PAT Our dependence on products has also been reducing and much Scale Manufacturing business model within a period of 3 to 6
more promising as we have launched various new products and months and also by installing 16MW Solar Power plant to reduce
the old products have also shown their prominence in the the electricity expense.
markets. This also proves that we are not dependent on any one
FY23 6,676 2,028 1,304 product as we have numerous products and many more
products in the pipeline for years to come.
Contract Research and Manufacturing Services (CRAMS) and
Contract / Exclusive Manufacturing were the two business
models, which showed a growth of 70.46% and 59.28% in Fiscal
We have been able to increase our revenues, thereby increasing Year 2023 as compared to Fiscal Year 2022. The Large Scale
Manufacturing business model, though showed a reduction of
12% 16% 20% our EBITDA, EBITDA Margins, PAT and PAT Margins in the Fiscal
Year 2023 and expect to continue to increase our revenues and 15.12% in Fiscal Year 2023 as compared to Fiscal Year 2022, sue
sustain with the EBITDA Margin and PAT Margin. to Pharma lull down in the first two quarters of Fiscal Year 2023,
but from Q3 of Fiscal Year 2023, the same was back on track.
FY22
5,970 1,751 1,089 Financial capital most commonly refers to assets needed by a
company to provide goods or services, as measured in terms of
money value. In a sense, anything can be a form of financial
capital as long as it has a monetary value and is used in the
pursuit of future revenue. Most investors encounter financial FY23 (INR MM)
capital with respect to debt and equity. Measuring it may show
both problems, or a potential turnaround.
“In the year, where there were tremors felt from various segments, like reduction in demand from
Pharma industry, Russia Ukraine war going on, Raw Material pricing increases in the first two
quarters of Fiscal Year 2023, the Company has been able to put up good numbers of revenue
Aether Industries Limited was formed in January 2023, and from
Total Revenue 6,676
then in the beginning 3 to 4 years, extensive R&D was done to
and margins.
We are continuously focused on the Working Capital Cycle and we are committed to bring it
develop products, to be launched for the first time in India. It has
been 10 years, since the inception of the Company. EBITDA 2,028
down to a considerable level in the near future.
The Company, started its commercial production in Fiscal Year
The funds raised from the IPO were utilised well in time towards the object clauses as per the
offer document and we are proud to say that we are a debt free Company today as all our Term
2017, that too in the last quarter of that Fiscal Year. Hence, in just
7 years into commercial manufacturing, we have reached
EBITDA Margin 30.38%
revenue of over ₹ 6,676 MM in Fiscal Year 2023 (₹ 5,970 MM in
Loans being repaid and Working Capital Limits zeroed down.
The Company has very robust plans of expansion towards Sites - 3, Site - 4 and Site - 5 along
Fiscal Year 2022).
45 —— Financial snapshot Aether Industries Limited 46 ——Financial Capital Aether Industries Limited
Manufacturing Capital Human Capital
47 —— Manufacturing Capital Aether Industries Limited 48 —— Human Capital Aether Industries Limited
fi
Intellectual Capital
FY23
49 —— Intellectual snapshot Aether Industries Limited 50 ——Intellectual Capital Aether Industries Limited
No. Country Name of the IPR - TM / C Class Status No. Country Name of the IPR - TM / C Class Status
23 India Wordmark "aether" - TM 16 Applied 44 India Wordmark "aether" - TM 1 Applied
24 India Wordmark "aether" - TM 17 Applied 45 India Wordmark "aether" - TM 1 Accepted
25 India Wordmark "aether" - TM 18 Applied 46 India Wordmark "aether" - TM 39 Applied
26 India Wordmark "aether" - TM 19 Applied 47 India Wordmark "aether" - TM 40 Applied
27 India Wordmark "aether" - TM 20 Applied 48 India Wordmark "aether" - TM 41 Applied
28 India Wordmark "aether" - TM 21 Applied 49 India Wordmark "aether" - TM 42 Applied
29 India Wordmark "aether" - TM 22 Applied 50 India Wordmark "aether" - TM 43 Applied
30 India Wordmark "aether" - TM 23 Applied 51 India Wordmark "aether" - TM 44 Applied
31 India Wordmark "aether" - TM 24 Accepted 52 India Wordmark "aether" - TM 45 Applied
32 India Wordmark "aether" - TM 25 Applied 53 India Device “ થર “ - TM 1 Applied
33 India Wordmark "aether" - TM 26 Applied 54 India 2 Applied
Device “ થર “ - TM
34 India Wordmark "aether" - TM 27 Applied
55 India Device “ થર “ - TM 4 Applied
35 India Wordmark "aether" - TM 28 Accepted
36 India Wordmark "aether" - TM 29 Applied 56 India Device “ થર “ - TM 5 Applied
37 India Wordmark "aether" - TM 30 Applied 57 India Device “ થર “ - TM 6 Applied
38 India Wordmark "aether" - TM 31 Applied 58 India Device “ થર “ - TM 9 Applied
39 India Wordmark "aether" - TM 32 Applied
59 India Device “ થર “ - TM 32 Applied
40 India Wordmark "aether" - TM 33 Accepted
41 India Wordmark "aether" - TM 34 Applied 60 India Device “ થર “ - TM 42 Applied
42 India Wordmark "aether" - TM 35 Applied 60 India Device “ “ - TM Artistic Work Applied for TM-NOC
43 India Wordmark "aether" - TM 36 Applied 60 India Device “ “ - TM Artistic Work Yet to Apply (Wait for NOC)
એ
એ
એ
એ
એ
એ
એ
એ
Social Capital
Aether has always been on front foot as we believe in clean and green environment, and by doing the
best we can do to protect the environment and Mother Nature.
Revenue generation for Aether Industries, which was formed in 2013, This embarked the beginning of the revenues for Aether, along with We export our products to more than 20 countries. Some of the key In the world of increasing prices of various utilities and other expenses,
started only from Fiscal Year 2017, when the Manufacturing Facility - 2 profits and from then, the Company has never looked back and the geographies to which we export our products include Italy, Spain, the Company has done a commendable work by reducing the over all
at GIDC Sachin came into operation. Till then from 2013 till 2017, the growth in revenues and margins has been on increasing trend and Germany, Netherlands, Japan, Singapore and the United States, other expenses as percentage of total revenue to 16.93% in Fiscal Year
Company did only R&D by developing new and advanced speciality that the Company has been able to sustain till now and has future plans among others. Our revenue from exports (including deemed exports) 2023 as against 17.90% in Fiscal Year 2022. Moreover, the total
chemicals / intermediates, which were to be launched in India for the to grow its revenues and margin trajectories. We have built our have grown at CAGR of 84.17% from ₹ 391 MM in Fiscal Year 2018 to ₹ expenses, including the Cost of Goods Sold, Employee Costs, Finance
first time. business organically and have demonstrated consistent growth in 4,495 MM in Fiscal Year 2023. Costs, Depreciation and Amortisation and Other Expenses, of the
terms of revenues and profitability. Company have been 73.87% of the total revenue in Fiscal Year 2023 as
We are a speciality chemical manufacturer in India focused on The Cost of Goods Sold has also reduced from 48.82% in Fiscal Year against 75.47% in Fiscal Year 2022. This is showing an overall financial
producing advanced intermediates and speciality chemicals involving In just 7 years of commercial production, we have reported a revenue 2022 to 48.74% in Fiscal Year 2023, clearly indicating the de- control by the Company on various expenses.
complex and differentiated chemistry and technology core of ₹ 6,676 MM in Fiscal Year 2023 (₹ 5,970 MM in Fiscal Year 2022). bottlenecking being done in various products by the Company. This
competencies. Our business was started in 2013 with a vision to The revenues are an outcome of our three robust business models, reduction is considered very less but taking into account the raw The Company has reduced the Finance Cost as it has repaid all its Term
create a niche in the global chemical industry with a creative approach Large Scale Manufacturing (LSM), Contract Research and material pricing in the last quarter of Fiscal Year 2022 and the first two Loans, which it had taken from the banks and also zeroed down the
towards chemistry, technology and systems that would lead to Manufacturing Services (CRAMS) and Contract / Exclusive quarters of Fiscal Year 2023, we think that we have been able to control Working Capital Limits, from the IPO funds, which it has raised in June
sustainable growth. Manufacturing (C/M E), which have been contributing to the total the Cost of Goods Sold considerably well. 2022. The loan repayment was part of the Object Clause for the IPO.
revenues year on year. The three business models, LSM, CRAMS and
For initial years, from 2013 to 2017, only R&D and no source of C/E M have contributes ₹ 3,357 MM (Fiscal Year 2022: ₹ 3,955 MM), ₹ The Company had in this Fiscal Year commissioned a 16MW Solar EBITDA and PAT margins have shown consistent growth year on year,
revenue at all, but Aether was focused on its mission and vision 817MM (Fiscal Year 2022: ₹ 479 MM) and ₹ 2,234 MM (Fiscal Year Power Plant, which started to give out put from July 2022, for its thereby increasing the Net Worth of the Company. The EBITDA margins
statements to develop chemistries and technologies, based on which 2022: ₹ 1,402 MM) respectively in Fiscal Year 2023. There has been Manufacturing Unit - 2 and then for Manufacturing Unit - 1 in March have shown an increase from 29.33% in Fiscal Year 2022 to
the products were to be evolved and developed. growth in the CRAMS and C/E M business models which is 2023. This has helped the Company to save a considerable amount considerably a good margin of 30.38% in Fiscal Year 2023. The
considerably a good growth but there is a reduction in the LSM towards electricity expense, which has come down to 2.87% of the increase in revenue growth, reduction in overall expenses and good
Revenue for Aether started only in Fiscal Year 2017, that too in the last business model, which is attributed to the Pharma industry lull down in total revenues in Fiscal Year 2023 as compared to 3.60% in Fiscal Year EBITDA, has shown a considerable increase in the PAT margins from
quarter of that Fiscal Year, when the production of its Greenfield project the first two quarters of the Fiscal Year 2023. 2022. 18.25% in Fiscal Year 2022 to 19.53% in Fiscal Year 2023.
started at its Manufacturing Site - 2, recording merely ₹ 250 MM odd
revenues, but booking profits. The Company continues to be the fastest growing specialty chemical The plant is expected to be fully utilised for Manufacturing Facility - 1, As a result of the above foregoings about revenues and margins, the
companies in India, growing at a CAGR of nearly 43.64% between Manufacturing Facility - 2 and New Greenfield Manufacturing Facility - 3 Earnings Per Share (EPS) of the Company has grown year on year.
Fiscal Year 2018 and Fiscal Year 2023. Our revenue from operations (which is commissioned in January 2023) in Fiscal Year 2024, thereby
have increased at a CAGR of 43.11% from ₹ 1,085 MM in Fiscal Year helping the Company to save approximately 40% to 45% or its total
2018 to ₹ 6,511 MM in Fiscal Year 2023. electricity costs.
Revenue Growth
Aether has always been in to manufacturing and dealing with advanced intermediates and speciality chemicals that occupy a position
in the chemical industry value chain between commodity chemicals and final actives and formulations with our products more closely
aligned to the higher value range, further away from the commodities and closer towards the final active part of the value chain. We
will continue to be a speciality chemicals company and will not want to go into formulations or APIs or commodity products. The
Company is known to have strong market positioning in complex intermediates where global competition is intense. The products are
being sold not only in India but exported to various geographies which to name a few are Spain, Italy, Germany, USA, Mexico and
many more.
In addition to producing quality products and fulfilling orders and projects on-time, our approach, staff and corporate culture are
attractive to customers, which have led to revenue growth for the Company, and which include:
- we offer our customers a one-stop-shop approach for the entire supply chain starting from paper research, contract research and
lab process development (delivery of samples, gram scale, kg scale), pilot plant scale up and supply of customer sampling
quantities, clinical and field trial quantities, and application testing quantities (100s kg scale to MT quantities), and finally
commercial scale manufacturing and production quantities (100-1000s MT);
- we have skilled expertise and manpower in necessary scientific and engineering disciplines;
- we have “start-up” corporate culture that is ambitious and dynamic, and the average age of our staff is 31 years as of March 31,
2023;
- our core team and highest management is technical in nature, and experts in the areas of organic chemistry and chemical
engineering;
- we focus on transparent communication and clean payment terms (LCs and PDCs); and
- we emphasize safe processes and inherently safe manufacturing, and sound QEHS principles
FY17 ₹249
FY18 ₹1,092
FY19 ₹2,033
FY20 ₹3,038
FY21 ₹4,538
FY22 ₹5,970
FY23 ₹6,676
6,511
FY23
adding new geographies, where we are doing
business. In the Fiscal Year 2023, we have started
(INR MM)
doing business in four new countries, namely
Singapore, Malta, Norway and South Korea. This
shows that we are growing geographically, to
Sales Revenue
expand our business more.
GERMANY 4.09%
manufacturing and sales, we were supplying our
products to 7 countries (including India), which has
grown to 22 countries (including India) by Fiscal
Year 2023, wherein we have added new
geographies, year on year, depicting our growth
15.00%
and penetration in various countries.
ITALY
59.46%
INDIA
11.63%
OTHERS
63 —— Business Segments Aether Industries Limited 64 —— Business Segments Aether Industries Limited
Research and Development
The foundation of our Company is our in-house research and Our R&D Facilities are dedicated to the development of our R&D has been critical to success & a differentiating factor vis-à-vis competitors
development capabilities. Our strategic investments in R&D pipeline and next generation products as well as to our CRAMS
have been critical to our success and a differentiating factor for customers As of March 31, 2023, we had a specialised R&D
us to attain leading market positions for certain products. Based team of 233 (As of March 31, 2022: 164) scientists and Experts at helm of R&D / CRAMS
on the technical expertise we have developed over the years, engineers including 111 (As of March 31, 2022: 92) scientists
we are able to carry out innovative processes at global scale, (with PhDs or Master of Science degrees) and 122 (As of March
which, according to Frost & Sullivan, is difficult to replicate, and 31, 2022: 72) chemical engineers. Our R&D Facilities are MARCH-22 MARCH-23
creates significant barriers for new entrants. equipped with laboratories engaged in process development,
process innovation and technology development, which assists
Our chemistry and technology core competencies and all of our
products have been developed by our own R&D team, scaled
us in pursuing efficiencies from the initial conceptualisation up to
commercialisation of a product. 164 233
up in our Pilot Plant, and launched into production with in-house Highly qualified employees, Highly qualified employees,
design and engineering. According to Frost & Sullivan, our in- We have expanded our R&D facility three-fold in Fiscal Year including including
house development (without the support from any clients for 2023, by increasing the number of Fume Hoods from mere 17 to
R&D) showcases our innovation and research strength, and our
expertise in a large range of chemistries and technologies has
55 and hence, we are capable of doing more than 110
reactions / experiments per day. The expanded R&D was
92 111
allowed us to support a number of end use industries inaugurated by Padma Vibhushan Professor M. M. Sharma. Scientists with Scientists with
PhD / M.Sc. and B.Sc. PhD / M.Sc. and B.Sc.
6.6%
(INR MM)
4.3%
4.0% 501
393
2.6%
193
121
53
65 —— Research and Development Aether Industries Limited 66 ——Research and Development Aether Industries Limited
Why Aether?
Fastest Growing
R&D Driven Approach Rich Infrastructure Growth Engines
We are one of the fastest growing specialty
chemical companies in India, growing at a
Deep-rooted R&D-led product development Extensively expanded R&D, pilot plant, and Successfully launched 3 business CAGR of nearly 44% between Fiscal 2018 and
team comprising 233 highly qualified people manufacturing (2 new greenfield projects, 1 models in 5 years into commercialisation: Fiscal 2023
including 111 scientists (with PhDs or M. Sc. / brownfield project all fully DCS automated) 1. Large scale manufacturing
B. Sc. degrees) and 122 engineers capabilities 2. CRAMS
(MARCH-23) 3. Contract / Exclusive manufacturing
Marquee Customers
Unique Team
In our pursuit of a more sustainable future that meets the needs of a greener planet and its people, Aether proactively published our first In alignment to the requirements of GRI, we undertook a materiality analysis through a multi-stakeholder survey and 10 topics material to
Environment Social Governance (ESG) report this year, articulating the Company’s journey to sustainable development. Our report is in our business operations were identified and reported on in the Sustainability Report.
alignment with the GRI Standards, 2021 version and we have also mapped our sustainability performance against Sustainable
Development Goals (SDGs).
Deep-rooted R&D-led product development team Company’s solar plants in village in Bharuch Districts are We use the water supplied by Gujarat Industrial Development Our operations involve a range of activities which results in
comprising 233 highly qualified people including 111 operative at 85% utlisation and that has contributed in Corporation (GIDC) for our manufacturing plant at Surat and generation of waste belonging to both, hazardous and non-
scientists (with PhDs or M. Sc. / B. Sc. degrees) and 122 significant manner towards reduction in energy billings have an ETP within our facility with a capacity if 100KL per day. hazardous categories. We have a complete waste management
engineers (MARCH-23) and also the conventional resource captivity is reduced to Effluent at ETP is regularly sampled and regular audits are SOP (SOP-ET-020 - Handling, Storage & Waste Disposal and
reasonable extent. conducted per year to assess the quality of the effluent. We SOP-HR-003 - Housekeeping) in place to address our waste
have adopted a Zero-Liquid Discharge policy and hence we are management compliances.
not discharging any waste-water outside the Company. Also, no hazardous waste is being disposed by the Company for
This helps to eliminate the hazardous liquid discharge which disposal. With the help of community effluent treatment, waste
may have any significant impact. is managed.
Diversity and Inclusion Employee Engagement Human Rights Occupational Health and Safety
We believe in the notion that diversity in the organization leads to We are committed to instilling a culture of excellence, integrity, We are fully committed to abide by the principles of Human Our safety culture is guided by a robust health and safety
pay-offs as people from diverse backgrounds bring unique accountability and transparency among our employees. We Rights across our operations and this reflects in our dealing with framework encompassing all activities across the organisation.
abilities and talents which adds value to organisation. The intent believe in growing together. To bring the best in our people, we our different stakeholders All suppliers and contractors who Safety training is routinely imparted in all our units and we try to
is to ensure that there is no discrimination in compensation, offer an array of benefits to our permanent employees that undertake to provide services enter into a comprehensive formal build a culture of safety through training and retraining of our
training and employee benefits; based on caste, religion, includes gratuity, bonuses, parental insurance, provident fund, agreement, which contains stipulations and conditions requiring workforce.
disability, gender, sexual orientation, race, colour, ancestry, leave encashment, term life plan, personal accident and health them to abide by various applicable labour statutes in respect of There were no instances of any mishap during the reporting
marital status or affiliation with any political, religious or union insurance coverage. their employees or workers A training on human rights have also year. Regular mock-drills were conducted at short intervals.
organization or majority/minority group. been provided to all security personnel at Aether. Tie-ups with near hospitals and acquisition of two new
We have also started hiring 'Divyang' employees from the ambulances are the prime initiatives towards improved OHS.
reporting year
We have a Good Manufacturing Practices (GMP) manual which We adopt a strategic approach while designing the community
describes all the process of review and safety mandates for development programmes that are part of our Corporate Social
products. Our operations are certified with Indian GMP. There Responsibility (CSR) approach. These programmes are
have been no incidents of non-compliance concerning product designed to achieve long-term goals while contributing towards
and service information and labelling as well as marketing the achievement of UN Sustainable Development Goals. The
communications in the reporting year. programmes are developed to cater to strategic focus areas,
Numerous customers did audit of the Company and no such as education, relief under disaster management, facilities
significant lapse was reported. to senior citizens healthcare. These focus areas are carefully
chosen to address the core developmental gaps in the society.
Company has also availed the membership of UN Global
Compact.
Quality, Environment, Health and Safety (QEHS)
Quality
We believe that maintaining a high standard of quality
for our products is critical to our brand and continued
growth. Across our manufacturing facilities, we have
put in place quality systems that cover all areas of our
business processes from manufacturing, supply chain
to product delivery to ensure consistent quality, efficacy
and safety of products. Our products adhere to global
quality standards. Our products go through various
quality checks at various stages including random
sampling check and quality check internally. Many of
our key customers have audited and approved our
facilities and manufacturing processes in the past,
which ensures that the regulator and our customers are
able to confirm the continuance of quality of our facility
and processes. In the past three fiscal years (Fiscal
Year 2020, Fiscal Year 2021 and Fiscal Year 2022), our
facilities were audited 57 times by 43 customers or
their external auditors. In the Fiscal Year 2023, our
facilities were audited 27 times by 24 customers or
their external auditors. In addition, our facilities have
received certificate of ISO 14001 for Environment and
ISO 45001 for Occupational Safety and ISO 27000
certification. As of March 31, 2023, we had an
environmental team of 46 (As of March 31, 2022: 43)
employees [constituting 5.17% (As of March 31, 2022:
5.98%)] of our workforce] and a safety team of 38 (As
of March 31, 2022: 30) employees [constituting 4.27%
(As of March 31, 2022: 4.17%) of our workforce].
Quality, Environment, Health and Safety (QEHS)
Hello everyone and I am excited to be part of this first Annual Report, after the Company has been listed. We
firmly believe that what Aether is today, it is only because of the huge contribution of the society at large
through its incalculable and continuous support. As Aether grows, this society also has to grow and progress
upward.
“I always
We do not see, and in fact, we have never seen CSR as an obligation. It is our 'thanks-giving’ to the society at
large. CSR is never an obligation, it is one of our most critical responsibilities.
believe that
At Aether, education in tribal areas and other allied educational concerns are at the core of our CSR strategy,
especially for females in India. We see it as an opportunity to provide all the educational infrastructure,
whatever
accommodation infrastructure and other requisites therein. At the end, we firmly believe that education is the
only tool which has the power to change the life of needy tribal students; these are the future of the nation as
the coming young generation. Their education does not only change their lives, it ultimately changes the
happens,
society and the nation at large.
We are happy to see the growth of Aether, wherein it is helping us to spend more towards CSR activities and
happens for
we wish for this upwards trend to continuously increase.
It would be wrong if at the end of my note, I do not thank the Society at large, which has given us a lot and we
good and
are fortunate enough to give it back to a limited extent. We thank all the stakeholders for being with us and
making us succeed more in future days to come. there is always
something
more positive
“CSR may not help you save waiting for us”
taxes but it definitely helps you
in getting blessings from the
unknown”
- Purnima
Purnima Desai
Promoter, Whole-time Director
Aether has constituted a corporate social Education infrastructure Contribution for Hostel
responsibility (“CSR”) committee of our Board of Also, separate hostel facilities and toilets blocks were constructed
During the year under review, Company had provided
Directors (the “CSR Committee”) and have
educational support vide providing the infrastructural for male and female students in secondary school. These will
adopted and implemented a CSR policy on June
20, 2018 and revised on November 18, 2021, facility in District of Dang. This school building for primary help to eliminate commute of students in the remotely connected
pursuant to which we carry out our CSR studies will be beneficiary to needy tribal students. The area so that they can have their better focus on their studies with
activities. Aether's belief towards the CSR is infrastructure will cater approx.. 350 students. improved hygiene conditions. The hostel facilities will help to
primarily about contribution towards the society accommodate good 140 students.
as a 'thanks giving'. As Aether is also a part of the
society, it becomes an implied obligation to
contribute something qualitative to the Life saving contribution Azadi Ka Amrit Mahotsav
marginalized area of society. A developed society Contribution towards the local area where the Company Taking into execution, our PM's initiative of celebrating
becomes a developed nation, we also take CSR operates, the contribution made towards the research 75th Independence Day vide flag hosting at large,
as contribution towards the nation-building and
nothing can be the best 'thanks giving' than this. center for the deadly cancer. This contribution will be one Company contributed to host 800+ national flag through
of the worthy as the life saving initiative. tribal students at their residence and school and also
During the Fiscal Year 2023, total ₹ 19.98 MM distributed school essentials to students.
(Fiscal Year 2022: ₹ 12.19 MM) was the CSR
spent of the Company. Alike all the previous
years, this year's CSR was also education and
allied area oriented. Life saving initiative was also
a notable area for this year's CSR.
VINAY MANDIR HIGH SCHOOL,
KALAMKUI
21.1504814° N | 73.2954429° E
We at Aether Industries are committed to giving back to the Society, through the CSR. Via CSR, we
are focusing towards the upliftment of students in the tribal areas by setting up school, hostel
facilities for better infrastructure for the children. Here are some glimpses of the school and hostel
facilities in tribal areas…
ASHRAM SHALA, BHENSKATRI
20.9451359° N | 73.5334460° E
ASHRAM SHALA, BHENSKATRI
20.9451359° N | 73.5334460° E
VANRAJ HIGH SCHOOL, KALIBEL
20.9232068° N | 73.5836272° E
VANRAJ HIGH SCHOOL, KALIBEL
20.9232068° N | 73.5836272° E
DANG SWARAJ ASHARAM
SCHOOL, KALIBEL
20.9242525° N | 73.5867585° E
PRIMARY SCHOOL, AMBABARI
20.7669420° N | 73.4342552° E
PRIMARY SCHOOL, AMBABARI
20.7669420° N | 73.4342552° E
Blood Donation Camp - Site 5
706
Gujarat) was done by brick laying rituals and conducting a blood
donation camp, where in various corporates in Panoli, Panoli
Industries Association, Kumarpal Blood Bank and Rotary Club of
Ankleshwar were part of it to make this a grand success.
Units
Blood Collected
95 —— Blood Donation Camp - Site 5 Aether Industries Limited 96 —— Blood Donation Camp - Site 5 Aether Industries Limited
5
Statutory
Reports
Board’s Report
Board’s Report
To The Members of Aether Industries Limited, With the motive of keeping ESG in line with the business operations, the Company, during the period under review took the
sustainability performance test conducted by EcoVadis and secured seventy-five percentile in it, with Silver Medal rating. There are
The Board of Aether Industries Limited take pleasure in presenting the 11th Board Report of the Company, together with the Standalone only 25% companies in the world with this rating and membership of the UN Global Compact is also received. Also, numerous other
and Consolidated Audited Statement of Accounts and the Auditors’ Report of the Company for the Financial Year ended March 31, aspects were also been considered to identify Company’s positioning as per ESG standards.
2023.
Your Company is now member of Indian Chemical Council (ICC) and steps towards aligning operational practises in-line with
‘Responsible Care’ are taken.
Financial Summary and Highlights
Reserves
For the Fiscal Year 2023, the Company has transferred ₹ 1,302.93 MM to the General Reserves.
In ₹ MM Standalone Consolidated
101 —— Board's Report Aether Industries Limited 102 —— Board's Report Aether Industries Limited
Share Capital Structure Board of Directors and Key Managerial Personnel
During the year under review, the Authorised Share Capital of the Company remains unchanged. The Board of the Company is duly constituted, comprising adequate number of Executive, Non-Executive, Women Directors and
Independent Directors.
Authorized Capital
₹ 1,40,00,00,000 (Rupees One Hundred Forty Crore only), comprised of 14,00,00,000 (Fourteen Crore) Equity Shares of ₹ 10 each. At present, the Board is comprised of total 12 (twelve) Board members, including 3 (women) members. There are 4 (four) Executive
Directors, 2 Non-Executive Directors and 6 Independent Directors.
The Company’s issued share capital structure is as mentioned below:
Mr. Arun Brijmohan Kanodiya (DIN: 03449000) and Mr. Jeevan Lal Nagori (DIN: 00017939), Independent Directors completed their
Issued, Subscribed and Paid-up Capital first term of 5 (five) years and their second term of 5 (five) years begun from March 1, 2023. Special Resolutions were approved by
₹ 1,24,51,07,210 (Rupees One Hundred Twenty-four Crore Fifty-one Lakh Seven Thousand Two Hundred Ten only), comprised of Shareholders in the Annual General Meeting held on September 27, 2022.
12,45,10,721 (Twelve Crore Forty-five Lakh Ninety-One Thousand Three Hundred Ninety-Seven) Equity Shares of ₹ 10 each.
Corporate Social Responsibility
All the shares of the Company are in dematerialisation form.
During the Fiscal Year under review, the Company fulfilled its CSR obligation of ₹ 19.75 MM. Details of CSR activities in accordance with
During the Fiscal Year under review, in two instances, the issued share capital of the Company was increased, as mentioned here: Section 135 read with Schedule VII of the Companies Act, 2013, is provided in Annexure along with details of the CSR Committee
composition.
• Raising Capital through Private Placement
The Company raised ₹ 1,29,99,99,282 (Rupees One Hundred Twenty-nine Crore Ninety-nine Lakh Ninety-nine Thousand Two The Annual Report on CSR is annexed as Annexure-C to this Report.
Hundred Eighty-two only), through private placement by allotting 20,24,921 (Twenty Lakh Twenty-four Thousand Nine Hundred
Twenty-one) Equity Shares of face value of ₹ 10 each at a premium of ₹ 632 each. The above allotment was issued to IIFL Funds, The CSR Policy of the Company is available on the website of the Company at: https://aether.co.in/wp-content/uploads/2022/08/CSR-
SBI Mutual Funds, Ashoka India Equity Investment Trust PLC and The Regents of the University of California. Policy.pdf
103 —— Board's Report Aether Industries Limited 104 —— Board's Report Aether Industries Limited
Directors’ Responsibility Statement Energy conservation, Technology Absorption and Foreign Exchange Earnings & Outgo
Pursuant to Section 134(5) of the Companies Act, 2013 the Board of Directors of the Company confirm that: Information on conservation of Energy, Technology Absorption, Foreign Exchange Earnings and outgo required to be disclosed under
Section 134 of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014 are mentioned here under :
a. In the preparation of the annual accounts, the applicable accounting standards had been followed along
with proper explanation relating to material departures; A. Conservation of Energy
b. The Directors had selected such accounting policies and applied them consistently and made judgments • The steps taken or impact on conservation of energy:
and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of The Company is taking all the efforts to save electricity and other resources to conserve energy and utilise
the Company at the end of the Fiscal Year and of the profit and loss of the Company for that period; the same optimally.
c. The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in Strict adherence is cultivated in all the members in the Company to save electricity and other resources.
accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company The Company through the Purchase Power Agreement, using the capacity of 1.6 MW electricity
and for preventing and detecting frauds and other irregularities; generated through the solar, installed close to the end of the Fiscal Year, as a result of it, total 4.85 Lakh
d. The Directors had prepared the annual accounts on a going concern basis; and unit of electricity was saved out with that.
e. The Directors had devised proper systems to ensure compliance with the provisions of all applicable laws Further, additional 100 TR Brine Chiller for the new utility, additional 75HP Cooling Tower and DP 60 air
and that such systems were adequate and operating effectively. compressor were installed.
The Company has installed Variable Frequency Devices (VFDs) along with Distributed Control System
Internal Financial Controls (DCS), dedicated automated dedicated energy meters in various high-power consuming equipment to
optimize the usage.
Internal Financial Control System (IFCS) of the Company has been set out upon considering following measures:
1. That IFCS are commensurate with the size and nature of its operations. • The steps taken by the company for utilizing alternate sources of energy:
2. All legal and statutory compliances are ensured on a monthly basis. Non-compliance, if any, is seriously The Company has entered into a Purchase Power Agreement to avail the benefit in the form of rebate
taken by the management and corrective actions are taken immediately. Any amendment is regularly from the electricity consumed for the manufacturing facility. The service provider will produce the
updated by internal as well as external agencies in the system. electricity through solar power plant installed and that will lead to redemption in the electricity bills.
3. Approval of all transactions is ensured through a pre-approved Delegation of Authority Schedule which is
reviewed periodically by the Management. • The capital investment in energy conservation equipment (Solar Power):
4. The Company follows a robust internal audit process. Transaction audits are conducted regularly to The Company has, for the Solar Captive Power Agreement, invested ₹650 MM, up to March 31, 2023.
ensure accuracy of financial reporting, safeguard and protection of all the assets. Verification of Fixed
Asset is done on an annual basis. The audit reports for the above audits are compiled and submitted to B. Conservation of Energy
the Board of Directors for review and necessary action. • The efforts made towards technology absorption:
The Company has developed its own technologies for the development of various products and services,
Company has tried to put the best in class IFCS for the optimum output. which it is selling/imparting to its various customers, all over the world.
Deposits The Company has installed an in-house Solvent Recovery Plant (‘SRP’) for recovering the materials from
The Company has not accepted any deposit from general public within the meaning of Section 73 of the Companies Act, 2013 and mixed solvents generated and the recovered materials are again usable for the manufacturing process. That
Rules framed thereunder. has led to eliminate dependency on the outside job work for recovery from solvents as a cost-effective
measure through reduction in job work charges, which were exorbitant till the last Fiscal Year.
Loans, Guarantees and Investments
Earning: ₹ 2,800.99 MM C. Foreign Exchange Earnings and Outgo
During the year under review, the Company has made below Investments covered under Section 186 of the Companies Act, 2013:
The Company invested ₹ 0.5 MM as subscriber to its Wholly Owned Subsidiary viz. Aether Speciality Chemicals Limited. Outgo: ₹ 1,603.02 MM • The Foreign Exchange earned and the Foreign Exchange outgo during the Fiscal Year 2023:
105 —— Board's Report Aether Industries Limited 106 —— Board's Report Aether Industries Limited
The Company has also formed a Risk Management Committee, details of which are mentioned in the Corporate Governance Report, After vesting of options, the Eligible Employees earn a right (but employees and the system is always being implemented
as Annexure-G. not an obligation) to exercise the vested options within the towards an unbiased appraisal system.
exercise period and obtain equity shares of the Company subject
Vigil Mechanism to payment of exercise price and satisfaction of any tax The Company is committed to nurturing, enhancing and
The Company has established a Vigil Mechanism cum Whistle Blower Policy to deal with instances of fraud and mismanagement, if obligation arising thereon. On November 20, 2022, total of retaining its top talent through superior learning and
any. The Policy has a systematic mechanism for Directors and Employees to report concerns about unethical behaviour, actual or 28,048 Options were exercised by the Employees for the very organizational development. This is a part of our Corporate HR
suspected fraud or violation of the Company’s Code of Conduct or policy. first time, detailed in Annexure-E. function and is a critical pillar to support the organization’s
growth.
Once again in this Fiscal Year under review as well, no such instances have been reported under unethical and prohibited context. Vigil Reporting of frauds by Auditors
Mechanism cum Whistle Blower Policy is placed on the website of the Company, accessible at: https://aether.co.in/wp-content/ The Company has aligned and collaborated R&D activities with
There is no qualification, reservation or adverse remarks made by
uploads/2022/08/Whistle-Blower-Policy-Vigil-Mechanism.pdf. many institutions and Universities in India. Company has
M/s. Birju S. Shah & Associates, Statutory Auditors in their Audit
associated with National Chemical Laboratory (NCL, Pune),
Report, M/s. Dhirren R. Dave & Company, Secretarial Auditors in
Institute of Chemical Technology (ICT, erstwhile UDCT, Mumbai),
Regulatory action their Secretarial Audit Report, and Ms. Ishita H. Rathod, Internal
Uka Tarsadia University (UTU, Bardoli) and Sardar Vallabhbhai
During the year under review, no regulatory actions were initiated by the Company or against the Company. Auditor in her Internal Audit Report.
National Institute of Technology (SVNIT, Surat).
Apart from it, no such instance of fraud committed to Company
Secretarial Audit by its employees or officers has been reported to the Audit
The Company has its owned sponsored PhD programs which
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and Rules framed thereunder, M/s. Dhirren R. Dave & Company, are ongoing for getting PhD research and degree done for its
Committee under Section 143(12) of the Companies Act, 2013.
Company Secretary in practice was appointed as the Secretarial Auditor of the Company for the Fiscal Year 2023. They undertook the R&D team with above named Institutes.
Secretarial Audit activity with utmost depth and integrity. All the conducts of the Company were found in line with the stipulated norms Remuneration detail of employees
and the compliance system was found in line with the laws and no instance of any material misconduct was found in the audit. Environment, Health and Safety Protection
Pursuant to Rule 5(1) of Companies (Appointment and
Company's Health and Safety Policy commits to comply with
The Secretarial Audit Report for the Fiscal Year ended March 31, 2023, is annexed herewith as Annexure-D. The Report does not Remuneration) Rules, 2014, a statement regarding top ten
applicable legal and other requirements concerned to
contain any qualifications, reservations, adverse remarks or disclaimers. employees in terms of remuneration drawn and other details of
Occupational Health, Safety and Environment matters The
the employees as prescribed has to be provided in the Board
Company has due system for environmental issues, health and
Report. Details regarding the same are attached as Annexure-F.
Cost Audit safety issues concerned with the employees and the same is
Maintenance of cost records as specified by the Central Government under sub-section (1) of Section 148 of the Companies Act, reviewed at regular intervals.
Anti-Sexual Harassment Policy The final report would be available in Fiscal Year 2023 and put
2013, is maintained by the Company and accordingly such accounts and records are made and maintained. For the Fiscal Year under
review, M/s. Ashvin Ambaliya & Associates, Cost Accountants undertook the Cost Audit of the Company and they have been re- The Company has in place an Anti-Sexual Harassment Policy in up on the website of the Company.
appointed by the Board on the recommendation of the Audit Committee for the Fiscal Year 2023 their remuneration is included in the line with the requirements of Sexual Harassment of Women at
Notice of the forthcoming Annual General Meeting of the Company, seeking ratification by the Members. the Workplace (Prevention, Prohibition & Redressal) Act, 2013. Appreciation and Acknowledgement
The same is mentioned in the Corporate Governance Report.
The Directors place on record their deep appreciation to
The Cost Auditor has confirmed that their appointment is within the purview of Section 143 of the Companies Act, 2013 and they employees at all levels for their hard work, dedication and
confirm that they are free from any disqualification. Secretarial Standards commitment. The Board places on record its appreciation for the
The Company has duly complied with applicable Secretarial support and cooperation, your company has been receiving
Internal Audit Standards issued by the Institute of Company Secretaries of from its Suppliers, Retailers, Dealers & Distributors and others
The Board appointed Ms. Ishita H. Rathod, Cost & Management Accountant as the Internal Auditor of the Company as per Section 138 India on the Board and the General Meetings of the Company associated with the Company. The Directors also take this
of the Companies Act, 2013 to conduct the Internal Audit of the Company, for Fiscal Year under review. (SS-1 and SS-2) from time to time. opportunity to thank all Clients, Vendors, Banks, Regulatory
Authorities, Government and every Stakeholder for their
Employee Stock Option Scheme Human Resources and Industrial Relations continuous support.
Pursuant to the Resolutions of the Board of Directors dated November 18, 2021, and Shareholders’ Resolution dated November 18, The Company takes pride in the commitment, competence and
2021, Company has instituted Aether Industries Limited Employees Stock Option Plan Scheme 2021 (hereinafter “ESOS Scheme dedication of its employees in all areas of the business. The
2021”). The ESOS Scheme 2021 is in compliance with the Securities and Exchange Board of India (Share Based Employee Benefits Company has a structured induction process at all locations and For and behalf of Board of Directors
and Sweat Equity) Regulations, 2021. The Scheme was duly ratified by the Shareholders in the previous Annual General Meeting. management development programs to upgrade skills of Ashwin Desai - Managing Director DIN: 00038386
managers and other employees. Objective appraisal systems
The Company has introduced the Aether Industries Limited Employees Stock Option Scheme 2021 (AIL ESOS 2021) primarily with a based on Key Result Areas (KRAs) are in place for various Rohan Desai - Whole Time Director DIN: 00038379
view to attract, retain, incentivise and motivate the existing employees of the Company. The AIL ESOS 2021 contemplates grant of Place: Surat | Date: May 6, 2023
options to eligible employees, as may be determined in due compliance of SEBI SBEB Regulations and provisions of the AIL ESOS
2021.
107 —— Board's Report Aether Industries Limited 108 —— Board's Report Aether Industries Limited
ANNEXURE-A ANNEXURE-B
FORM NO. AOC1 FORM NO. AOC2
Statement containing salient features of the Financial Statement of Subsidiaries / Associate Form for disclosure of Particulars of Contracts / Arrangements entered into by the Company with
Companies / Joint Ventures Related Parties during the Fiscal Year ended on March 31, 2023
(Pursuant to sub-section (3) of section 129 read with Rule 5 of Companies (Accounts) Rules, 2014) (Pursuant to Section 134(3)(h) of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014)
Part-A: Subsidiaries: Details of Contracts / Arrangements or Transactions not at arm's length basis: None
Details of Contracts / Arrangements or Transactions at arm's length basis: Following Related
Following Related Party
Party Transactions
Transactions were
were
Details Particulars (In ₹ MM)
conducted at arm’s length basis and in the ordinary
Name of the Subsidiary Aether Speciality Chemicals Limited course of business of the Company during the year
Date since when subsidiary was acquired / formed 02.09.2022 under review.
Reporting period for the subsidiary concerned, if different from the holding
01.04.2022 to 31.03.2023
company’s reporting period
Share capital ₹ 0.50
Reporting currency and Exchange rate as on the last date of the relevant Party with which contract Nature of Nature of Duration Value of Transaction Date of approval of
Indian Rupees
Financial year in the case of foreign subsidiaries is entered into Relationship Transaction (₹ in MM) p.a. Board
Share capital -₹ 0.03
Reserves & Surplus ₹ 0.49 Kamalvijay Ramchandra Karta of Director’s Rental Charges Every 2.40 28.04.2022
Total Assets ₹ 0.02 Tulsian (HUF) HUF for rented Property month
Total Liabilities ₹ 0.00 Pramiladevi Kamalvijay Spouse of the Rental Charges Every 2.40 28.04.2022
Turnover ₹ 0.00 Tulsian Director for rented Property month
Profit /(Loss) Before Taxation -₹ 0.03
Provision for Taxation ₹ 0.00
Profit / (Loss) After Taxation -₹ 0.03
Proposed Dividend ₹ 0.00
% of Shareholding 100.00% For and behalf of Board of Directors
Subsidiary which is yet to commence operations Yes Ashwin Desai - Managing Director DIN: 00038386
109 —— Board's Report Aether Industries Limited 110 —— Board's Report Aether Industries Limited
ANNEXURE-C
ANNUAL REPORT ON CSR ACTIVITIES FOR FY 2023
1. Brief outline on CSR Policy of the Company 8. a. CSR amount spent or unspent for the financial year
The Company throws the light and focus on the underprivileged and marginalized area of the society, economy and the
environment. It is always in the back-drop of the philosophy of the Company that what the Company has achieved so far, the
Amount Unspent (₹)
Company shall pay-back the same to the society or the environment, as all are inter-related to each other and one cannot exist
without any of the above. Total Amount spent for the Total Amount transferred to Unspent Amount transferred to any fund specified
Fiscal Year (in ₹) CSR Account as per Section 135(6) under Schedule VII as per second proviso to
Accordingly, Company through ‘Aether Foundation’ and / or with any other such Organisations, strives to reach to the needy for their Section 135(5)
betterment and upliftment.
Amount Date of Name of Amount Date of
The Company has duly formed the Policy for identification of such area and other aspects where the Company can serve to the transfer the fund transfer
needy. Primarily, the Company is more driven towards educational supports to the rural students.
1,99,80,900 - - - - -
Held during the year Attended during the year c. Details of CSR amount spent against other than ongoing projects for the
financial year
7. Two percent of average net profit of the Company as per Section 135(5): ₹ 19.75 MM 5. Azadi Ka Amrit Promoting education No Gujarat Dang 0.18 Self
• Surplus arising out of the CSR projects or programmes or activities of the Mahotsav
previous financial years: Nil 6. Contribution to Promoting education No Rajasthan Pratapgarh 0.60 Kajorimal Basantilal Nagori
• The amount required to be set off for the financial year: Nil medical and Charitable Trust (CSR00010916)
• Total CSR obligation for the financial year: ₹ 19.75 MM educational aid
111 —— Board's Report Aether Industries Limited 112 —— Board's Report Aether Industries Limited
Name of the Item as per Schedule Local area Location of the project Amount Mode of implementation ANNEXURE-D
Project VII to the Act (Yes / No) (₹ in lakhs) Through Implementing agency
FORM NO. MR3
State District Name / CSR Reg.No.
7. Support to Promoting health care Yes Gujarat Surat 10.00 Shree Mahavir Health and Secretarial Audit Report for the Financial Year ended on March 31, 2023
cancer Medical Relief Society
research (CSR00006704) (Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9(1) of the Companies (Appointment and Remuneration Personnel)
initiative Rules, 2014)
9. a. Details of Unspent CSR amount for the preceding three financial years Based on our verification of the books, papers, minute books, forms and returns filed and other records maintained by the Company
and also the information and representation provided by the Company, its officers, agents and authorized representatives during the
conduct of the secretarial audit, We hereby report that, in our opinion, the Company has, during the audit period covering the financial
Preceding Amount transferred to Amount spent Amount transferred to any fund Amount remaining to be
year ended on 31.03.2023, complied with the statutory provisions listed hereunder and also that the Company has proper Board-
Fiscal Year Unspent CSR Account under in the reporting specified under Schedule VII spent in succeeding
processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:
Section 135 (6) (in ₹) FY (in ₹) as per Section 135(6), if any FY (in ₹)
Name of the Amount Date of 1. We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the
Fund (in ₹) transfer financial year ended on March 31, 2023 according to the provisions of:
• The Companies Act, 2013 (the Act) and the rules made thereunder;
1. FY 2021-22 None None N.A. N.A. N.A. None • The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;
• The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
2. FY 2020-21 None None N.A. N.A. N.A. None
• Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct
3. FY 2019-20 None None N.A. N.A. N.A. None Investment, Overseas Direct Investment and External Commercial Borrowings;
b. Details of CSR amount spent in the financial year for ongoing projects of
The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’):
the preceding financial year(s): None
a. The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011
10. In case of creation or acquisition of capital asset, furnish the details relating b. The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015
to the asset so created or acquired through CSR spent in the financial year: None c. The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018
d. The Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021
11. Specify the reason(s), if the company has failed to spend two per cent of the e. The Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2018 - Not Applicable
average net profit as per Section 135(5): None f. The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the
Companies Act and dealing with client
g. The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009 - There are no events occurred during
the year which attracts provisions of these regulations hence not applicable and
For and behalf of Board of Directors h. The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998; There are no events occurred during the
Ashwin Desai - Managing Director DIN: 00038386 year which attracts provisions of these regulations hence not applicable
i. The Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulations, 2015
Rohan Desai - Whole Time Director DIN: 00038379
j. Other as mentioned below:
Purnima Desai - Chairperson CSR Committee DIN: 00038399 • The Factories Act, 1948
Place: Surat | Date: May 6, 2023 • The Industrial Disputes Act, 1947
113 —— Board's Report Aether Industries Limited 114 —— Board's Report Aether Industries Limited
• The payment of Wages Act, 1936 To,
• The Minimum Wages Act, of 1948 The Members of
• Employee State Insurance Act, 1948 Aether Industries Limited
• The Employees Provident Fund and Miscellaneous Provisions Act, 1952 Plot No. 8203,
• The Payment of Bonus Act, 1965 GIDC Sachin, Surat-394230
• The Payment of Gratuity Act, 1972
• The Contract Labour (Regulation and Abolition) Act, 1970 Our Report of even date is to be read along with this letter.
• The Maternity Benefit Act, 1961
• The Child Labour (Prohibition and Regulation) Act, 1986 1. Maintenance of secretarial record is the responsibility of the management of the Company. Our responsibility is to express an opinion
• The Industrial Employment (Standing Orders) Act, 1946 on these secretarial records based on our audit.
• The Employees Compensation Act, 1923
• The Apprentices Act, 1961 2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of
• The Equal Remuneration Act, 1976 the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in secretarial
• The Employment Exchange (Compulsory Notification of Vacancies) Act, 1959 records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.
• The Environment (Protection) Act, 1986 (read with The Environment (Protection) Rules, 1986
• The Hazardous Waste (Management, Handling and Transboundary Movement) Rules, 2008 3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
• The Water (Prevention and Control of Pollution) Act, 1974 (read with Water (Prevention and Control of Pollution) Rules, 1975
• The Air (Prevention and Control of Pollution) Act, 1981 (read with Air (Prevention and Control of Pollution) Rules, 1982 4. Wherever required, we have obtained the Management representation about the compliance of laws, rules and regulations and
happening of events etc.
We have also examined compliance with the applicable clauses of Secretarial Standards issued by The Institute of Company
Secretaries of India. 5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of
management. My examination was limited to the verification of procedures on test basis.
During the period under review the Company has generally complied with the provisions of the Act, Rules, Regulations, Guidelines,
Standards, etc. mentioned above. 6. The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with
which the management has conducted the affairs of the Company.
2. We further report that,
The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and
Independent Directors The changes in the composition of the Board of Directors that took place during the period under review For Dhirren R. Dave & Co.
were carried out in compliance with the provisions of the Act. Adequate Notices were being given to all Directors to schedule the
Board Meetings, agenda and detailed notes on agenda were sent in advance, and a system exists for seeking and obtaining further Company Secretaries | PR No.: 2144/2022 | UIN: P1996GJ002900
information and clarifications on the agenda items before the Meeting and for meaningful participation at the Meeting. Pinal Kandarp Shukla - Partner
3. We further report that there are adequate systems and processes in the Company commensurate with the size and operations of Membership No.: 28554 | CP No.: 10265 | UDIN: A028554E000266220
the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines. Place: Surat | Date: May 6, 2023
4. We further report that during the audit period the company has not taken any actions or enter into events having a major bearing on
the company’s affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards etc.
This Report is to be read with our letter dated May 6, 2023 which is annexed and forms an integral part of this Report.
115 —— Board's Report Aether Industries Limited 116 —— Board's Report Aether Industries Limited
ANNEXURE-E Variation in terms of options N.A.
DETAILS OF AIL ESOS 2021 Method used to account for ESOS Fair Value Method
Where the Company opts for expensing of the options using the N.A.
intrinsic value of the options, the difference between the employee
1. Any material changes in the Scheme and whether the scheme is in compliance with the SEBI (Share Based Employee compensation cost so computed and the employee compensation
Benefits and Sweat Equity) Regulations, 2021: There are no material changes in the scheme. The scheme was formulated in-line cost that shall have been recognised if it had used the fair value of the
with the requirement and was issued prior to the listing of the Company and hence, the scheme was placed before the Members options shall be disclosed. The impact of this difference on profits and
for their ratification in line with the Regulation and the maximum vesting tenure was also increase to 15 (fifteen) years from 7 (seven) on EPS of the Company shall also be disclosed.
years.
Option movement during the year (for each ESOS)
2. Relevant disclosures in terms of the accounting standards prescribed by the Central Government in terms of Section 133 of
the Companies Act, 2013 (18 of 2013) including the ‘Guidance note on accounting for employee share-based payments’ Number of options outstanding at the beginning of the period 1,74,831
issued in that regard from time to time. Kindly refer ‘Annexure - Statement of Changes in Equity’ of the Standalone Financial
Statements. Number of options granted during the year 40,564
3. Diluted EPS on issue of shares pursuant to all the schemes covered under the regulations shall be disclosed in accordance Number of options forfeited/lapsed during the year 13,199
with ‘Accounting Standard 20 - Earnings Per Share’ issued by Central Government or any other relevant accounting
Number of options vested during the year 28,048
standards as issued from time to time: ₹10.47.
Number of options exercised during the year 28,048
4. Details related to ESOS
A description of each ESOS that existed at any time The Company proposes to introduce the AIL ESOS 2021 primarily with a view Number of shares arising as a result of exercise of options 28,048
during the year, including the general terms and to attract, retain, incentivise and motivate the existing employees of the
conditions of each ESOS, including: Company, new employees joining the Company, that would lead to higher Money realized by exercise of options (₹), if scheme is implemented ₹ 90,03,408
corporate growth. The AIL ESOS 2021 contemplates grant of options to the directly by the Company
eligible employees, as may be determined in due compliance of SEBI SBEB
Loan repaid by the Trust during the year from exercise price received N.A.
Regulations and provisions of the AIL ESOS 2021. After vesting of options, the
Eligible Employees earn a right (but not an obligation) to exercise the vested Number of options outstanding at the end of the year 1,74,148
options within the exercise period and obtain equity shares of the Company
subject to payment of exercise price and satisfaction of any tax obligation Weighted-average exercise prices and weighted-average fair values ₹ 324.32
arising thereon. of options shall be disclosed separately for options whose exercise
price either equals or exceeds or is less than the market price of the
The Nomination and Remuneration Committee (Committee) of the Company stock.
shall administer AIL ESOS 2021. All questions of interpretation of the AIL ESOS
2021 shall be determined by the Committee and such determination shall be Employee wise details (name of employee, designation, number of
final and binding upon all persons having an interest in AIL ESOS 2021. options granted during the year, exercise price) of options granted to -
Date of Shareholders’ approval November 18, 2021. The scheme was approved vide the Special Resolution • Senior Managerial Personnel as defined under Regulation 16(d) of the
passed on November 18, 2021 and further ratified and modified in Annual Securities and Exchange Board of India (Listing Obligations and 1. Mr. Raymond Paul Roach, Leader - Business Development,
General Meeting held on September 27, 2022. Disclosure Requirements) Regulations, 2015 ; 12,461 Options at ₹321 each
Total number of options approved under ESOS 11,00,000 Options 2. Dr. James Ringer, Leader - Business Development,
12,461 Options at ₹321 each
Vesting requirements Options granted on any date shall vest not earlier than 1 (one) year and not
later than a maximum of 15 (fifteen) years from the date of grant of options as 3. Mr. Norbert Flueggen, Leader - Business Development,
may be determined by the Committee. 12,461 Options at ₹321 each
Exercise price or pricing formula The exercise price per option shall be at the price determined by the Board / • Any other employee who receives a grant in any one year of option Same as above
Committee and in no case less than face value of the equity shares. amounting to 5% or more of option granted during that year; and
• Identified employees who were granted option, during any one None
Maximum term of options granted 8 years for already granted options year, equal to or exceeding 1% of the issued capital (excluding
outstanding warrants and conversions) of the Company at the time
Source of shares (primary, secondary or combination) Primary, the shares exercised will be listed on the Stock Exchanges. of grant.
117 —— Board's Report Aether Industries Limited 118 —— Board's Report Aether Industries Limited
A description of the method and significant ANNEXUR-F
assumptions used during the year to estimate the fair
value of options including the following information: DISCLOSURE UNDER SECTION 197(12) OF COMPANIES ACT, 2013
• the weighted-average values of share price and ₹ 985.35 per Share and ₹ 324.32 per Share respectively
exercise price,
• the expected volatility 41.64%, 40.62%, 41.21%, 40.77%, 41.31%, 41.35% and 41.89% each in on 1. The ratio of remuneration of each director to the median remuneration of the employees of the Company and the percentage
every exercise date in year 2022, 2023, 2024, 2025, 2026, 2027 and increase in remuneration of each director, for the financial year:
2028.
• the expected dividends, Considered 0% Name of the Director drawing remuneration Total Remuneration (₹) Ratio % Increase in Remuneration
• the method used and the assumptions made to Black-Scholes-Merton model are: Mr. Rohan Ashwin Desai ₹ 19.47 MM 64.27 1 49.8%
incorporate the effects of expected early exercise 1. The price of underlying instrument follows geometric Brownian motion with
Dr. Aman Ashwinbhai Desai ₹ 20.48 MM 67.51 1 5%
constant drift and volatility, and price changes are log normally distributed.
2. It is possible to short sell the underlying stock.
3. There are no arbitrage opportunities. 2. The percentage increase in remuneration of CFO, CS in the Fiscal Year: CFO : 33.96 % | CS : 37.73 %
4. Trading in stock is continuous. 3. The percentage increase in the median remuneration of employees in the Fiscal Year: 16 %
5. There are no transaction costs or taxes.
4. The number of permanent employees on the rolls of Company as on March 31, 2023: 889 Employees
6. It is possible to buy and sell any amount, even fractional, of the stock
(securities are perfectly divisible). 5. Details of top ten highest paid employees except above is accessible at web-site of the Company, at: https://aether.co.in/wp-
7. It is possible to borrow and lend cash at a constant risk-free interest rate. content/uploads/2023/05/Details%20of%20top%20ten%20highest%20paid%20employees%20FY%202022-23.pdf
6. Average percentile increase already made in the salaries of employees other than the managerial personnel in the last
• the method used and the assumptions made to The volatility input, measured in % per year, is how much you generally financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and
incorporate the effects of expected early exercise expect the underlying Security to move during option. The measure of explanation if there are any exceptional circumstances for increase in the managerial remuneration: The average increase in
volatility used in Black-Scholes option pricing model is the annualized
standard deviation of the continuously compounded rate of return on the salary of employees was 17%, There is no exceptional reason for increase in the managerial remuneration.It is affirmed that, the
stock over a period of time. remuneration paid is in adherence with the remuneration Policy applicable to Directors, Key Managerial Personnel and other
employees.
• whether and how any other features of the options The stock price of the Company is the price as on date of grant as per valuation
granted were incorporated into the measurement of report. (as the options were granted prior to the date of listing.) The risk-free For and behalf of Board of Directors
fair value, such as a market condition. interest rate being considered for the calculation is the interest rate applicable
for maturity approximately equal to the expected life of the options based on Ashwin Desai - Managing Director DIN: 00038386
the zero-coupon yield curve for government securities. Expected dividend yield Rohan Desai - Whole Time Director DIN: 00038379
is dividend per share dividend by market price per share.
Place: Surat | Date: May 6, 2023
For one Grantee, to whom Options were granted at ₹ 503, is based on 51% of
the closing price of last trading of securities on BSE Limited i.e. ₹ 985.15 prior to
grant made on November 20, 2022.
119 —— Board's Report Aether Industries Limited 120 —— Board's Report Aether Industries Limited
:
:
:
:
Corporate Governance Report
ANNEXURE-G
Corporate Governance refers to the set of systems, principles and processes by which a company is governed. They provide the
guidelines as to how the company can be directed or controlled such that it can fulfil its goals and objectives in a manner that adds to
the value of the company and is also beneficial for all stakeholders in the long term. Stakeholders in this case would include everyone
ranging from the Board of Directors, management, shareholders to customers, employees and society at large. The management of
the Company hence assumes the role of a trustee for all the others.
The Equity Shares of the Company are listed and admitted to dealings on BSE Limited and the National Stock Exchange of India
Limited with effect from June 3, 2022. Pursuant to the provisions of Regulation 34 and other applicable regulations of the Securities
and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time, a
report on Corporate Governance for the financial year ended March 31, 2023 is furnished herewith.
2. Board of Directors
Size and composition of the Board - The Company believes that an active, well informed and independent Board of Directors is
vital to achieve the apex standard of Corporate Governance. The Board has a fiduciary relationship in ensuring that the rights of all
stakeholders are protected.
The Board of Directors of the Company comprises of an optimal combination of Executive, Non-Executive and Independent
Directors so as to preserve and maintain the independence of the Board. As of March 31, 2023, the Board of Directors comprises
12 Directors, of which 6 are Independent Directors, 2 are Non-Executive Women Directors and 4 Executive Directors including, 1
Managing Director and 1 Woman Whole-time Director.
The composition of the Board of Directors as on March 31, 2023, their attendance at Board Meetings held during the year and the
last Annual General Meeting, the number of Directorships and Committee Chairmanship / Memberships held by them in other
Companies is given below :
03 —— Board's Report Aether Industries Limited 122 —— Board's Report Aether Industries Limited
Name of the Director Inter-se Relationship amongst Directors Total attendance Whether Name of the Director No. of Directorship No. of membership in Name of the listed entity in which
in the Board presented in the (incl. AIL) Committees (incl. AIL) as a directorship is held including AIL
Meetings previous AGM and category of Director
Chairperson Member
Mr. Ashwin Spouse of Ms. Purnima Ashwin Desai
Jayantilal Desai, Father of Mr. Rohan Ashwin Desai
9 Yes Mr. Ashwin Jayantilal Desai 4 0 1 Aether Industries Limited
Managing Director Father of Dr. Aman Ashwinbhai Desai as Managing Director
(Executive Promoter) Father-in-law of Ms. Ishita Surendra Manjrekar
Ms. Purnima Ashwin Desai 3 1 1 Aether Industries Limited
Spouse of Mr. Ashwin Jayantilal Desai as Whole-time Director
Ms. Purnima Ashwin Desai,
Mother of Mr. Rohan Ashwin Desai
Whole-time Director 8 Yes Mr. Rohan Ashwin Desai 3 1 2 Aether Industries Limited
Mother of Dr. Aman Ashwinbhai Desai
(Executive Promoter) as Whole-time Director
Mother-in-law of Ms. Ishita Surendra Manjrekar
Dr. Aman Ashwinbhai Desai 2 1 1 Aether Industries Limited
Son of Mr. Ashwin Jayantilal Desai as Whole-time Director
Mr. Rohan Ashwin Desai,
Son of Ms. Purnima Ashwin Desai
Whole-time Director 9 Yes
Brother of Dr. Aman Ashwinbhai Desai Mr. Kamalvijay Ramchandra Tulsian 6 1 3 Aether Industries Limited
(Executive Promoter)
Son-in-law of Mr. Kamalvijay Ramchandra Tulsian as Chairman Non-Executive
Non-Independent Director
Son of Mr. Ashwin Jayantilal Desai
Dr. Aman Ashwinbhai Desai, Ms. Ishita Surendra Manjrekar 5 0 1 Aether Industries Limited
Son of Ms. Purnima Ashwin Desai
Whole-time Director 8 Yes as Non-Executive
Brother of Mr. Rohan Ashwin Desai
(Executive Promoter) Non-Independent Director
Spouse of Ms. Ishita Surendra Manjrekar
Mr. Arun Brijmohan Kanodiya 2 2 3 Aether Industries Limited as
Mr. Kamalvijay Tulsian,
Non-Executive Independent Director
Chairman Non-Executive
Non-Independent Director Mr. Jeevan Lal Nagori 6 0 2 Aether Industries Limited as
Father-in-law of Mr. Rohan Ashwin Desai 9 Yes
(Non-Executive Non-Independent) Non-Executive Independent Director
(Holding 11,690 Equity
Ms. Leja Satish Hattiangadi 3 4 6 Aether Industries Limited,
Shares of the Company)
Artson Engineering Limited and
Ms. Ishita Surendra Manjrekar, Alkyl Amines Chemicals Limited as
Spouse of Dr. Aman Ashwinbhai Desai Non-Executive Independent Director
Non-Executive Non-
Daughter-in-law of Mr. Ashwin Jayantilal Desai 6 Yes
Independent Director Mr. Jitendra Popatlal Vakharia 4 0 1 Aether Industries Limited as
Daughter-in-law of Ms. Purnima Ashwin Desai
(Non-Executive Non-Independent) Non-Executive Independent Director
Mr. Arun Brijmohan Dr. Amol Arvindrao Kulkarni 1 0 2 Aether Industries Limited as
Kanodiya, Non- Non-Executive Independent Director
N.A. 9 Yes
Executive Independent Director
(Non-Executive Independent) Mr. Rajkumar Mangilal Borana 6 0 1 Aether Industries Limited as
Non-Executive Independent Director
Mr. Jeevan Lal Nagori, R&B Denims Limited as
Non-Executive Managing Director
N.A. 7 Yes
Independent Director
(Non-Executive Independent)
Board Meetings
Dr. Amol Arvindrao Kulkarni, During the year under review, total 9 (nine) Board Meetings were conducted on
Non-Executive
N.A. 7 Yes
Independent Director
(Non-Executive Independent) 1. April 28, 2022 2. May 5, 2022 3. May 16, 2022 4. May 27, 2022
Mr. Rajkumar Mangilal Borana, 5. May 31, 2022 6. June 16, 2022 7. July 25, 2022 8. November 11, 2022
Non-Executive 9. January 20, 2023
N.A. 4 Yes
Independent Director
(Non-Executive Independent)
123 —— Board's Report Aether Industries Limited 124 —— Board's Report Aether Industries Limited
Familiarisation Program for Independent Directors 3. Audit Committee
The Company has a familiarisation program for the Independent Directors with regard to their roles, rights and responsibilities in the Terms of Reference for the Audit Committee:
Company and provides detail regarding the nature of the industry in which the Company operates, the business models of the The Audit Committee shall be responsible for, among other things, as may be required by the Stock Exchange(s) from time to time,
Company etc. which aims to provide insight to the Independent Directors to understand the business of the Company. Upon induction, the following :
the Independent Directors are familiarized with their roles, rights and responsibilities. The details of the familiarization program for
Independent Directors are available on the Company’s website at: https://aether.co.in/wp-content/uploads/2024/08/ A. Powers of Audit Committee
Summary%20of%20Familiarisation%20Program%20of%20Independent%20Directors.pdf • The Audit Committee shall have powers, including the following:
• to investigate any activity within its terms of reference;
Skills / Expertise / Competence of the Board of Directors • to seek information from any employee;
• to obtain outside legal or other professional advice;
The Board has identified certain skills/expertise/competence as required to be possessed by the Board of Directors to ensure the
• to secure attendance of outsiders with relevant expertise, if it considers necessary; and
effective functioning of the business(es) and sectors of the Company. The mapping of these skills/expertise / competence among the
• such other powers as may be prescribed under the Companies Act and SEBI Listing Regulations
Directors is as given herewith:
B. The role of the Audit Committee shall include the following:
Skills / Expertise / Competence Name of the Director 1. oversight of financial reporting process and the disclosure of financial information relating to the Company to ensure that the
financial statements are correct, sufficient and credible;
2. recommendation for appointment, re-appointment, replacement, remuneration and terms of appointment of auditors of the
Company and the fixation of the audit fee;
Science & Technology Mr. Ashwin Jayantilal Desai
3. approval of payment to statutory auditors for any other services rendered by the statutory auditors;
Dr. Aman Ashwinbhai Desai
4. formulation of a policy on related party transactions, which shall include materiality of related party transactions;
Ms. Ishita Surendra Manjrekar
5. reviewing, at least on a quarterly basis, the details of related party transactions entered into by the Company pursuant to
Ms. Leja Satish Hattiangadi and
each of the omnibus approvals given;
Dr. Amol Arvindrao Kulkarni
6. examining and reviewing, with the management, the annual financial statements and auditor's report thereon before
submission to the Board for approval, with particular reference to:
Commercial Mr. Ashwin Jayantilal Desai • Matters required to be included in the director’s responsibility statement to be included in the Board’s report in terms of
Ms. Purnima Ashwin Desai clause (c) of sub-section 3 of section 134 of the Companies Act, 2013;
Mr. Rohan Ashwin Desai • Changes, if any, in accounting policies and practices and reasons for the same;
Dr. Aman Ashwinbhai Desai • Major accounting entries involving estimates based on the exercise of judgment by management;
Mr. Jeevan Lal Nagori and • Significant adjustments made in the financial statements arising out of audit findings;
Mr. Jitendra Popatlal Vakharia • Compliance with listing and other legal requirements relating to financial statements;
• Disclosure of any related party transactions;
Finance Ms. Purnima Ashwin Desai • Modified opinion(s) in the draft audit report;
Mr. Rohan Ashwin Desai and 7. Reviewing, with the management, the quarterly, half-yearly and annual financial statements before submission to the Board
Mr. Jeevan Lal Nagori for approval;
Mr. Arun Brijmohan Kanodiya 8. reviewing, with the management, the statement of uses / application of funds raised through an issue (public issue, rights
issue, preferential issue, etc.), the statement of funds utilized for purposes other than those stated in the Offer document /
Sales, Marketing, Strategic Procurement and Human Resource Mr. Rohan Ashwin Desai and prospectus / notice and the report submitted by the monitoring agency monitoring the utilisation of proceeds of a public or
Mr. Jeevan Lal Nagori rights issue, and making appropriate recommendations to the Board to take up steps in this matter;
9. reviewing and monitoring the auditor’s independence and performance, and effectiveness of audit process;
Ms. Purnima Ashwin Desai 10. approval of any subsequent modification of transactions of the Company with related parties and omnibus approval for
Management / Administration
Mr. Kamalvijay Ramchandra Tulsian and related party transactions proposed to be entered into by the Company, subject to the conditions as may be prescribed.
Mr. Rajkumar Mangilal Borana 11. Explanation: The term "related party transactions" shall have the same meaning as provided in Clause 2(zc) of the SEBI
Listing Regulations and/or the applicable Accounting Standards and/or the Companies Act, 2013.;
12. scrutiny of inter-corporate loans and investments;
Domain Industry Mr. Ashwin Jayantilal Desai and
13. valuation of undertakings or assets of the Company, wherever it is necessary;
Mr. Jeevan Lal Nagori
14. evaluation of internal financial controls and risk management systems;
15. scrutiny of inter-corporate loans and investments;
Legal / Corporate Governance Mr. Jeevan Lal Nagori and
16. reviewing, with the management, performance of statutory and internal auditors, adequacy of the internal control systems;
Mr. Arun Brijmohan Kanodiya
17. reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, staffing and
seniority of the official heading the department, reporting structure coverage and frequency of internal audit;
The Board of Directors have confirmed that they meet the criteria of independence as mentioned under Regulation 16(1)(b) of the SEBI 18. discussion with internal auditors of any significant findings and follow up there on;
Listing Regulations, 2015 and Section 149 of the Companies Act, 2013 and that they are independent of the management. 19. reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or
irregularity or a failure of internal control systems of a material nature and reporting the matter to the Board;
125 —— Board's Report Aether Industries Limited 126 —— Board's Report Aether Industries Limited
18. discussion with statutory auditors before the audit commences, about the nature and scope of audit as well as post-audit 4. Nomination & Remuneration Committee
discussion to ascertain any area of concern;
Terms of Reference for the Nomination & Remuneration Committee:
19. recommending to the board of directors the appointment and removal of the external auditor, fixation of audit fees and
The Nomination & Remuneration Committee shall be responsible for, among other things, as may be required by the stock
approval for payment for any other services;
exchange(s) from time to time, the following:
20.looking into the reasons for substantial defaults in the payment to depositors, debenture holders, shareholders (in case of
non-payment of declared dividends) and creditors;
1. Formulation of the criteria for determining qualifications, positive attributes and independence of a Director and recommend to
21. reviewing the functioning of the whistle blower mechanism;
the Board of Directors of the Company (the “Board” or “Board of Directors”) a policy relating to the remuneration of the
22.monitoring the end use of funds raised through public offers and related matters;
Directors, Key Managerial Personnel and other employees (“Remuneration Policy”);
23.overseeing the vigil mechanism established by the Company, with the chairman of the Audit Committee directly hearing
The Nomination and Remuneration Committee, while formulating the above policy, should ensure that:
grievances of victimization of employees and directors, who used vigil mechanism to report genuine concerns in
• the level and composition of remuneration be reasonable and sufficient to attract, retain and motivate directors of the quality
appropriate and exceptional cases;
required to run our Company successfully;
24.approval of appointment of chief financial officer (i.e., the Whole-time finance Director or any other person heading the
• relationship of remuneration to performance is clear and meets appropriate performance benchmarks; and
finance function or discharging that function) after assessing the qualifications, experience and background, etc. of the
• remuneration to directors, key managerial personnel and senior management involves a balance between fixed and incentive
candidate;
pay reflecting short- and long-term performance objectives appropriate to the working of the Company and its goals.
25.reviewing the utilization of loans and/or advances from / investment by the holding company in the subsidiary exceeding
2. Formulation of criteria for evaluation of independent directors and the Board;
₹1,000,000,000 or 10% of the asset size of the subsidiary, whichever is lower including existing loans / advances /
3. Devising a Policy on Board diversity;
investments existing;
4. Identifying persons who are qualified to become directors and who may be appointed in senior management in accordance
26.carrying out any other functions required to be carried out by the Audit Committee as contained in the SEBI Listing
with the criteria laid down, and recommend to the Board their appointment and removal and carrying out evaluation of every
Regulations or any other applicable law, as and when amended from time to time;
director’s performance (including independent director);
27. Considering and commenting on rationale, cost-benefits and impact of schemes involving merger, demerger,
5. Analysing, monitoring and reviewing various human resource and compensation matters;
amalgamation etc., on the listed entity and its shareholders;
6. Deciding whether to extend or continue the term of appointment of the independent director, on the basis of the report of
28.Such roles as may be prescribed under the Companies Act, SEBI Listing Regulations and other applicable provisions and
performance evaluation of independent directors;
review :
7. Determining the Company’s policy on specific remuneration packages for executive directors including pension rights and any
• Management discussion and analysis of financial condition and results of operations;
compensation payment, and determining remuneration packages of such directors;
• Statement of significant related party transactions (as defined by the Audit Committee), submitted by management;
8. Recommending to the board, all remuneration, in whatever form, payable to senior management and other staff, as deemed
• Management letters / letters of internal control weaknesses issued by the statutory auditors;
necessary;
• Internal audit reports relating to internal control weaknesses;
9. Reviewing and approving the Company’s compensation strategy from time to time in the context of the then current Indian
• The appointment, removal and terms of remuneration of the chief internal auditor;
market in accordance with applicable laws;
• Statement of deviations in terms of the SEBI Listing Regulations:
10. Perform such functions as are required to be performed by the compensation committee under the Securities and Exchange
Board of India (Share Based Employee Benefits) Regulations, 2014, if applicable;
1. quarterly statement of deviation(s) including report of monitoring agency, if applicable, submitted to stock exchange(s)
11. Frame suitable policies, procedures and systems to ensure that there is no violation of securities laws, as amended from time to
where the Equity Shares are proposed to be listed in terms of the SEBI Listing Regulations; and
time, including:
2. annual statement of funds utilised for purposes other than those stated in the offer document/prospectus/notice in
• the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015; and
terms of the SEBI Listing Regulations.
• the Securities and Exchange Board of India (Prohibition of Fraudulent and Unfair Trade Practices Relating to the Securities
Market) Regulations, 2003, by the trust, the Company and its employees, as applicable.
Name of the Director Position held in the Committee Category of the Director Number of Meetings attended 12. For every appointment of an independent director, the Nomination and Remuneration Committee shall evaluate the balance of
skills, knowledge and experience on the Board and on the basis of such evaluation, prepare a description of the role and
capabilities required of an independent director. The person recommended to the Board for appointment as an Independent
Mr. Arun Brijmohan Kanodiya Chairman Independent Director 5 Director shall have the capabilities identified in such description. For the purpose of identifying suitable candidates, the
Mr. Jitendra Popatlal Vakharia Member Independent Director 3 Committee may:
Mr. Jeevan Lal Nagori Member Independent Director 5 • use the services of an external agencies, if required;
• consider candidates from a wide range of backgrounds, having due regard to diversity; and
Ms. Purnima Ashwin Desai Member Whole-time Director 2
• consider the time commitments of the candidates
13. Perform such other activities as may be delegated by the Board or specified / provided under the Companies Act, 2013 to the
Ms. Purnima Ashwin Desai was Member of Audit Committee till June 16, 2022 and had attended 2 Meetings of the Audit Committee. extent notified and effective, as amended or by the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015, as amended or by any other applicable law or regulatory authority.
During the year under review, total 5 Audit Committee Meeting were held, as mentioned below :
1. April 28, 2022 2. June 16, 2022 3. July 25, 2022
4. November 11, 2022 5. January 20, 2023
127 —— Board's Report Aether Industries Limited 128 —— Board's Report Aether Industries Limited
The Company has the Nomination & Remuneration Committee, comprising below mentioned members: During the year under review, total 1 CSR Committee Meeting was held, as mentioned below:
Name of the Director Position held in the Committee Category of the Director Number of Meetings attended 1. June 16, 2022
Mr. Arun Brijmohan Kanodiya Chairman Independent Director 3 6. Stakeholders’ Relationship Committee
Mr. Kamalvijay Ramchandra Tulsian Member Non-Executive Director 3 Terms of Reference for the Stakeholders’ Relationship Committee
Dr. Amol Arvindrao Kulkarni Member Independent Director 2 The Stakeholders’ Relationship Committee shall be responsible for, among other things, as may be required by the under
applicable law, the following:
During the year under review, total 3 Nomination & Remuneration Committee Meeting were held, as mentioned below:
1. To specifically look into various aspects of interests of shareholders, debentures holders and other security holders;
1. July 25, 2022 2. November 20, 2022 3. January 19, 2023 2. Resolving the grievances of the security holders of the listed entity including complaints related to transfer of shares or
debentures, including non-receipt of share or debenture certificates and review of cases for refusal of transfer / transmission of
shares and debentures, non-receipt of annual report or balance sheet, non-receipt of declared dividends, issue of new/
Performance evaluation of the Board duplicate certificates, general meetings etc. and assisting with quarterly reporting of such complaints;
A formal evaluation of the performance of the Board, its Committees and Individual Directors was carried out for Fiscal Year 2022-23. 3. Review of measures taken for effective exercise of voting rights by shareholders;
The evaluation was carried out using individual questionnaires covering, amongst others, contribution to areas impacting Company’s 4. Investigating complaints relating to allotment of shares, approval of transfer or transmission of shares, debentures or any other
performance, preparedness on the issues to be discussed, meaningful and constructive, contribution and inputs in Board and securities;
committee meetings. In addition to the above the Executive Directors were evaluated based on annual targets, financial and 5. Giving effect to all transfer/transmission of shares and debentures, dematerialisation of shares and re-materialisation of shares,
operational controls, risk management, business strategies succession planning, core governance and compliance management. split and issue of duplicate/consolidated share certificates, compliance with all the requirements related to shares, debentures
and other securities from time to time;
6. Review of adherence to the service standards adopted by the listed entity in respect of various services being rendered by the
5. CSR Committee registrar and share transfer agent of the Company and to recommend measures for overall improvement in the quality of
Terms of Reference for the CSR Committee: investor services;
7. Review of the various measures and initiatives taken by the listed entity for reducing the quantum of unclaimed dividends and
The CSR Committee shall be responsible for, among other things, as follows: ensuring timely receipt of dividend warrants/annual reports/statutory notices by the shareholders of the Company; and
• formulate and recommend to the Board, a “Corporate Social Responsibility Policy” which shall indicate the activities to be 8. Carrying out such other functions as may be specified by the Board from time to time or specified/provided under the
undertaken by the Company as specified in Schedule VII of the Companies Act, 2013 and the rules made thereunder, as Companies Act or SEBI Listing Regulations, or by any other regulatory authority.
amended, monitor the implementation of the same from time to time, and make any revisions therein as and when decided by
the Board; The Company has formed Stakeholder Relationship Committee on November 18, 2021, comprising of below mentioned members:
• identify corporate social responsibility policy partners and corporate social responsibility policy programmes;
• review and recommend the amount of expenditure to be incurred on the activities referred to in clause (a) and the distribution of Name of the Director Position held in the Committee Category of the Director Number of Meetings attended
the same to various corporate social responsibility programs undertaken by the Company;
• delegate responsibilities to the corporate social responsibility team and supervise proper execution of all delegated
responsibilities; Mr. Kamalvijay Ramchandra Tulsian Chairperson Non-Executive Director 1
• review and monitor the implementation of corporate social responsibility programmes and issuing necessary directions as Mr. Rohan Ashwin Desai Member Whole-time Director 1
required for proper implementation and timely completion of corporate social responsibility programmes;
Mr. Ishita Surendra Manjrekar Member Non-Executive Director 1
• any other matter as the Corporate Social Responsibility Committee may deem appropriate after approval of the Board or as may
be directed by the Board, from time to time; and Ms. Leja Satish Hattiangadi Member Independent Director 1
• exercise such other powers as may be conferred upon the Corporate Social Responsibility Committee in terms of the provisions Mr. Arun Brijmohan Kanodiya Member Independent Director 1
of Section 135 of the Companies Act
Mr. Chitrarth Rajan Parghi, Company Secretary is designated as Compliance Officer of the Company.
Name of the Director Position held in the Committee Category of the Director Number of Meetings attended During the year under review, 32 complaints were received from Shareholders and all were resolved in due course.
Ms. Purnima Ashwin Desai Chairperson Whole-time Director 1 During the year under review, a total 1 Stakeholders’ Relationship Committee Meeting was held, as mentioned below:
Mr. Kamalvijay Ramchandra Tulsian Member Non-Executive Director 1
Mr. Jeevan Lal Nagori Member Independent Director - 1. January 20, 2023
Ms. Leja Satish Hattiangadi Member Independent Director -
Mr. Jitendra Popatlal Vakharia Member Independent Director 1
129 —— Board's Report Aether Industries Limited 130 —— Board's Report Aether Industries Limited
7. Risk Management Committee agreement with the underwriters, and to terminate agreements or arrangements with such intermediaries;
Terms of Reference for the Risk Management Committee 4. to make any alteration, addition or variation in relation to the Offer, in consultation with the BRLMs or SEBI or such other
The Risk Management Committee shall be responsible for, among other things, as may be required by the under applicable law, the authorities as may be required, and without prejudice to the generality of the aforesaid, deciding the exact Offer structure and
following: the exact component of issue of Equity Shares;
5. to finalise, settle, approve, adopt and arrange for submission of the draft red herring prospectus (“DRHP”), the red herring
1. To formulate a detailed risk management policy which shall include: prospectus (“RHP”), the Prospectus, the preliminary and final international wrap and any amendments, supplements, notices,
• A framework for identification of internal and external risks specifically faced by the listed entity, in particular including financial, clarifications, reply to observations, addenda or corrigenda thereto, to appropriate government and regulatory authorities,
operational, sectoral, sustainability (particularly, ESG related risks), information, cyber security risks or any other risk as may be respective stock exchanges where the Equity Shares are proposed to be listed (“Stock Exchanges”), the Registrar of
determined by the Committee. Companies, Gujarat at Ahmedabad (“Registrar of Companies”), institutions or bodies;
• Measures for risk mitigation including systems and processes for internal control of identified risks. 6. to invite the existing shareholders of the Company to participate in the Offer to offer for sale the Equity Shares held by them at
• Business continuity plan. the same price as in the Offer;
2. To ensure that appropriate methodology, processes and systems are in place to monitor and evaluate risks associated with the 7. To take all actions as may be necessary and authorised in connection with the offer for sale and to approve and take on record
business of the Company; the approval of the selling shareholder(s) for offering their Equity Shares in the offer for sale and the transfer of Equity Shares in
3. To monitor and oversee implementation of the risk management policy, including evaluating the adequacy of risk management the offer for sale;
systems; 8. to issue advertisements in such newspapers and other media as it may deem fit and proper, in consultation with the relevant
4. To periodically review the risk management policy, at least once in two years, including by considering the changing industry intermediaries appointed for the Offer in accordance with the Securities and Exchange Board of India (Issue of Capital and
dynamics and evolving complexity; Disclosure Requirements) Regulations, 2018, as amended (“SEBI ICDR Regulations”), Companies Act, 2013, as amended and
5. To keep the board of directors informed about the nature and content of its discussions, recommendations and actions to be taken; other applicable laws;
6. The appointment, removal and terms of remuneration of the Chief Risk Officer (if any) shall be subject to review by the Risk 9. to decide the total number of Equity Shares to be reserved for allocation to eligible categories of investors, if any, and on
Management Committee. permitting existing shareholders to sell any Equity Shares held by them;
10. to open separate escrow accounts as the escrow account to receive application monies from anchor investors/underwriters in
The Company has formed Risk Management Committee on November 18, 2021, comprising of below mentioned members: respect of the bid amounts and a bank account as the refund account for handling refunds in relation to the Offer and in respect
of which a refund, if any will be made;
11. to open account with the bankers to the Offer to receive application monies in relation to the Offer in terms of Section 40(3) of
Name of the Director Position held in the Committee Category of the Director
the Companies Act, 2013, as amended;
12. to do all such deeds and acts as may be required to dematerialise the Equity Shares and to sign and/or modify, as the case may
Mr. Ashwin Jayantilal Desai Member Managing Director be, agreements and/or such other documents as may be required with the Central Depository Services (India) Limited, registrar
and transfer agents and such other agencies, as may be required in this connection, with power to authorise one or more
Mr. Rohan Ashwin Desai Member Whole-time Director
officers of the Company to execute all or any such documents;
Dr. Aman Ashwinbhai Desai Chairperson Whole-time Director 13. to negotiate, finalise, sign, execute and deliver or arrange the delivery of the offer agreement, syndicate agreement, cash
Mr. Kamalvijay Ramchandra Tulsian Member Non-Executive Director escrow and sponsor bank agreement, underwriting agreement, agreements with the registrar to the Offer, monitoring agency
Mr. Arun Brijmohan Kanodiya Member Independent Director and the advertising agency(ies) and all other agreements, documents, deeds, memorandum of understanding and other
instruments whatsoever with the registrar to the Offer, monitoring agency, legal counsel, auditors, Stock Exchanges, BRLMs and
other agencies/ intermediaries in connection with Offer with the power to authorize one or more officers of the Company to
8. IPO Committee execute all or any of the aforesaid documents;
The Company had proposed to raise the funds through the Initial Public Offer, in this regard the Company had constituted the IPO 14. to make any applications, seek clarifications, obtain approvals and seek exemptions, if necessary, from the Stock Exchange, the
Committee on November 18, 2021 with several authorities and powers by the Board. Securities and Exchange Board of India (“SEBI”), the Reserve Bank of India (“RBI”), Registrar of Companies and such other
statutory and governmental authorities in connection with the Offer, as required by applicable law, and to accept, on behalf of
The IPO Committee shall be responsible for, among other things, as may be required by the under applicable law, the following: the Board, such conditions and modifications as may be prescribed or imposed by any of them while granting such approvals,
exemptions, permissions and sanctions as may be required, and wherever necessary, incorporate such modifications /
1. to decide, negotiate and finalise the pricing, the terms of the issue of the Equity Shares and all other related matters regarding the amendments as may be required in the DRHP, RHP and the Prospectus;
Pre-IPO Placement, if any, including the execution of the relevant documents with the investors, in consultation with the book 15. to make any applications, seek clarifications, obtain approvals and seek exemptions, if necessary, from the Stock Exchange, the
running lead managers appointed in relation to the Offer (“BRLMs”); Securities and Exchange Board of India (“SEBI”), the Reserve Bank of India (“RBI”), Registrar of Companies and such other
2. to decide, negotiate and finalise the pricing, the terms of the issue of the Equity Shares and all other related matters regarding the statutory and governmental authorities in connection with the Offer, as required by applicable law, and to accept, on behalf of
Pre-IPO Placement, if any, including the execution of the relevant documents with the investors, in consultation with the book the Board, such conditions and modifications as may be prescribed or imposed by any of them while granting such approvals,
running lead managers appointed in relation to the Offer (“BRLMs”); exemptions, permissions and sanctions as may be required, and wherever necessary, incorporate such modifications /
3. to appoint, instruct and enter into agreements with the BRLMs, and in consultation with BRLMs appoint and enter into agreements amendments as may be required in the DRHP, RHP and the Prospectus;
with intermediaries, co-managers, underwriters, syndicate members, brokers, escrow collection bankers, auditors, independent 16. to make any applications, seek clarifications, obtain approvals and seek exemptions, if necessary, from the Stock Exchange, the
chartered accountants, refund bankers, registrar, grading agency, monitoring agency, industry expert, legal counsels, depositories, Securities and Exchange Board of India (“SEBI”), the Reserve Bank of India (“RBI”), Registrar of Companies and such other
custodians, credit rating agencies, printers, advertising agency(ies), and any other agencies or persons (including any successors statutory and governmental authorities in connection with the Offer, as required by applicable law, and to accept, on behalf of
or replacements thereof) whose appointment is required in relation to the Offer and to negotiate and finalize the terms of their the Board, such conditions and modifications as may be prescribed or imposed by any of them while granting such approvals,
appointment, including but not limited to execution of the mandate letters and offer agreement with the BRLMs, and the exemptions, permissions and sanctions as may be required, and wherever necessary, incorporate such modifications /
underwriting amendments as may be required in the DRHP, RHP and the Prospectus;
131 —— Board's Report Aether Industries Limited 132 —— Board's Report Aether Industries Limited
17. to issue receipts/allotment advice/confirmation of allocation notes either in physical or electronic mode representing the underlying 9. Remuneration of Directors
Equity Shares in the capital of the Company with such features and attributes as may be required and to provide for the tradability
and free transferability thereof as per market practices and regulations, including listing on one or more stock exchange(s), with Pecuniary relationship or transactions:
power to authorise one or more officers of the Company to sign all or any of the aforementioned documents; During the year under review, there was no pecuniary relationship or transactions between the Company and any of its Non-
18. to approve the code of conduct, suitable insider trading policy, whistle blower/vigil mechanism policy, risk management policy and Executive Directors apart from sitting fees and reimbursement of expenses incurred by them to attend Meetings of the Company.
other corporate governance requirements considered necessary by the Board or the IPO Committee or as required under
applicable law; Related Party Transactions are mentioned in Note 40 in the Financial Statements.
19. to seek, if required, the consent and waivers of the parties with whom the Company has entered into various commercial and other
agreements such as Company’s lenders, joint venture partners, all concerned governmental and regulatory authorities in India or Criteria for making payments to Non-Executive Directors:
outside India, and any other consents that may be required in connection with the Offer in accordance with the applicable laws; Due approval from the Audit Committee was obtained from the aforesaid transaction mentioned in Note 40, taking into
20.to determine the price at which the Equity Shares are offered, issued, allocated, transferred and/or allotted to investors in the Offer consideration the requirement of availing the industrial premises on rental basis from related parties.
in accordance with applicable regulations in consultation with the BRLMs and/or any other advisors, and determine the discount, if
any, proposed to be offered to eligible categories of investors; Remuneration:
21. to settle all questions, difficulties or doubts that may arise in relation to the Offer, as it may in its absolute discretion deem fit; Apart from the sitting fee, no other remuneration was paid to the Non-Executive Directors The Board in their Meeting held on
22.to do all acts and deeds, and execute all documents, agreements, forms, certificates, undertakings, letters and instruments as may September 4, 2021, approved the sitting fee as ₹ 50,000 for attending the Board Meeting and ₹ 15,000 for attending Committee
be necessary for the purpose of or in connection with the Offer; Meetings.
23.to authorize and approve the incurring of expenditure and payment of fees, commissions, brokerage and remuneration in
connection with the Offer; Details of the sitting fees paid to the Non-Executive Directors and remuneration to Executive Directors are as below:
24.to withdraw the DRHP or RHP or to decide not to proceed with the Offer at any stage, in consultation with the BRLMs and in
accordance with the SEBI ICDR Regulations and applicable laws; Name of the Director Category of the Director Sitting fee (₹ in MM)
25.to determine the utilization of proceeds of the fresh issue, if applicable and accept and appropriate proceeds of such fresh issue in
accordance with the Applicable Laws; Mr. Kamalvijay Ramchandra Tulsian Chairman Non-Executive Director ₹ 0.53
26.to submit undertaking/certificates or provide clarifications to the SEBI, Registrar of Companies and the relevant Stock Exchange(s) Ms. Ishita Surendra Manjrekar Non-Executive Non-Independent Director ₹ 0.32
where the Equity Shares are to be listed; and to authorize and empower officers of the Company (each, an “Authorized Officer(s)”),
Mr. Arun Brijmohan Kanodiya Non-Executive Independent Director ₹ 0.60
for and on behalf of the Company, to execute and deliver, on a several basis, any agreements and arrangements as well as
amendments or supplements thereto that the Authorized Officer(s) consider necessary, appropriate or advisable, in connection Mr. Jeevan Lal Nagori Non-Executive Independent Director ₹ 0.43
with the Offer, including, without limitation, engagement letter(s), memoranda of understanding, the listing agreement(s) with the Ms. Leja Satish Hattiangadi Non-Executive Independent Director ₹ 0.32
Stock Exchange(s), the registrar’s agreement and memorandum of understanding, the depositories’ agreements, the offer Mr. Jitendra Popatlal Vakharia Non-Executive Independent Director ₹ 0.25
agreement with the BRLMs (and other entities as appropriate), the underwriting agreement, the syndicate agreement with the
Mr. Rajkumar Mangilal Borana Non-Executive Independent Director ₹ 0.22
BRLMs and syndicate members, the cash escrow and sponsor bank agreement, confirmation of allocation notes, allotment advice,
placement agents, registrar to the Offer, bankers to the Company, managers, underwriters, escrow agents, accountants, auditors, Dr. Amol Arvindrao Kulkarni Non-Executive Independent Director ₹ 0.40
legal counsel, depositories, advertising agency(ies), syndicate members, brokers, escrow collection bankers, auditors, grading
agency, monitoring agency and all such persons or agencies as may be involved in or concerned with the Offer, if any, and to make Name of the Director Category of the Director Remuneration (₹ in MM)
payments to or remunerate by way of fees, commission, brokerage or the like or reimburse expenses incurred in connection with
Mr. Ashwin Jayantilal Desai Managing Director ₹ 13.65
the Offer by the BRLMs and to do or cause to be done any and all such acts or things that the Authorized Officer(s) may deem
necessary, appropriate or desirable in order to carry out the purpose and intent of the foregoing resolutions for the Offer; and any Ms. Purnima Ashwin Desai Whole-time Director ₹ 13.65
such agreements or documents so executed and delivered and acts and things done by any such Authorized Officer(s) shall be Mr. Rohan Ashwin Desai Whole-time Director ₹ 19.47
conclusive evidence of the authority of the Authorized Officer and the Company in so doing. Dr. Aman Ashwinbhai Desai Whole-time Director ₹ 20.48
The Company has formed IPO Committee on November 18, 2021, comprising of below mentioned members:
The above Remuneration of Executive Directors is comprised only of basic pay (incl. annual Bonus in line with the Payment of the
Bonus Act), and does comprise of any other benefit, bonuses, stock options, pension, performance linked incentives in aforesaid
Name of the Director Position held in the Committee Category of the Director Number of Meetings attended amount.
Mr. Rohan Ashwin Desai Chairperson Whole-time Director 2 10.General Body Meeting
Dr. Aman Ashwinbhai Desai Member Whole-time Director 2 Particulars of the Annual General Meetings of the Company are as below:
Mr. Arun Brijmohan Kanodiya Member Independent Director 1
Dr. Amol Arvindrao Kulkarni Member Independent Director 1
On November 11, 2022, the Committee was dissolved as the object of the Committee was fulfilled Two Committee Meetings on May 7,
2023 and May 23, 2023 were held during the year.
133 —— Board's Report Aether Industries Limited 134 —— Board's Report Aether Industries Limited
Day, Date and Time and Venue No. of Directors present Special Resolution passed 12.General Shareholder information
General Information and address of correspondence
Annual General Meeting held on 5 None Aether Industries Limited
Wednesday, September 30, 2020, at Corporate Identification Number: L24100GJ2013PLC073434
Plot No. 8203, GIDC Sachin, Reg. Office: Plot No. 8203, GIDC Sachin, Surat-394230, GJ.
Surat-394230, GJ. at 15 00 Hrs.
Phone: 0261-6603000 / 3360
Annual General Meeting held on 5 Approval for continuous tenure of appointment of Mr. Ashwin Fax: 0261-6603329
Saturday, September 18, 2021 at Jayantilal Desai, upon attaining the age of 70 years E-mail: compliance@aether.co.in
Plot No. 8203, GIDC Sachin,
Surat-394230, GJ. at 15 00 Hrs. Re-appointment of Mr. Ashwin Jayantilal Desai for another term of 5 Hojiwala Site
years as Managing Director of the Company Plot Nos. B-21/5 and B-21/7, Hojiwala Industrial Estate, Surat-394230, GJ. (R&D Units and Pilot-Plants)
Plot Nos. C-24/9, C-24/10 and C-24/23, Hojiwala Industrial Estate, Surat-394230, GJ. (Warehouses and Misc. Works)
Appointment of Ms. Purnima Ashwin Desai as Whole-time Director Sachin GIDC Site
for a term of 5 years Plot Nos. 8202/1 and 8203, GIDC Sachin, Surat-394230, GJ. (Manufacturing Units)
Plot Nos. 8202/2/A, GIDC Sachin, Surat-394230, GJ. (Manufacturing Unit - under construction)
Appointment of Mr. Rohan Ashwin Desai as Whole-time Director for Plot Nos. 452-456, 822, 6714, 8206/A and 8208/1 & 2-P, GIDC Sachin, Surat-394230, GJ. (Warehouses)
a term of 5 years Panoli GIDC Site
Plot Nos. 14 + 15, GIDC Panoli, Bharuch-394115, GJ. (Activities are yet to commence)
Appointment of Dr. Aman Ashwinbhai Desai as Whole-time Director
for a term of 5 years Annual General Meeting
Date: Friday, June 16, 2023
Enhancing the borrowing limit to ₹ 500 Cr. Time: 16 00 Hrs.
Mode: Video Conference ("VC") / Other Audio Visual Means (“OAVM”)
Approval for the cancellation of the unissued Authorised Preference
Share Capital and to increase the Financial Calendar
Authorised Equity Share Capital The Company follows the financial calendar from April 1 to March 31.
Approval for the Bonus Issue
Name and Address of the Stock-Exchanges where the securities are listed
Annual General Meeting held on 12 Re-appointment of Mr. Arun Brijmohan Kanodiya (DIN: 03449000) Company is listed on two Stock Exchanges of India and the listing fee payable are duly paid.
Tuesday, September 27, 2022 through as Independent Director for the second term.
VC / OAVM mode (deemed to be BSE Limited
considered at the Registered Office) at Re-appointment of Mr. Jeevan Lal Nagori Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai-400001, MH.
11 30 Hrs. (DIN: 00017939) as Independent Director for the second term. National Stock Exchange of India Limited
Exchange Plaza, Bandra Kurla Complex, Bandra (E), Mumbai-400051, MH.
Increase in limits under Section 186 of the Companies Act, 2013.
Stock code
Ratification of ‘Aether Industries Limited Employee Stock Option BSE Scrip Code: 543534
Scheme 2021’ NSE Scrip Symbol: AETHER
ISIN of the Security: INE0BWX01014
Modification of ‘Aether Industries Limited Employee Stock Option
Scheme 2021’ Registrar & Share Transfer Agent
M/s. LinkIntime India Private Limited
C-101, 247 Park, LBS Marg,
No Resolution was passed through Postal Ballot.
Vikhroli (W), Mumbai-400083, MH.
Phone: 022-49186000
11.Means of Communication Fax: 022-49186060
Email: demat@linkintime.co.in / rnt.helpdesk@linkintime.co.in
Quarterly results are published in ‘Financial Express’, an English newspaper having nationwide circulation and in ‘Gujarat Mitra’, a
vernacular language newspaper within the prescribed time period. Also, the same is displayed on the website of the Company as
Share Transfer System
well. Investor Presentations are also submitted to Stock Exchanges and displayed on the website, upon declaring the quarterly
According to the SEBI Listing Regulations, 2015, no shares can be transferred unless they are held in dematerialized mode. All the
results. Statutory communications to Board Members / Shareholders were made through e-mail and/or physical hand-delivery.
shares of the Company are in dematerialised form only and no shares are held in physical form.
135 —— Board's Report Aether Industries Limited 136 —— Board's Report Aether Industries Limited
:
:
:
:
Distribution of shareholding
The market share price data of the Company in comparison to broad-based indices like BSE Sensex and Nifty50 are given below
Shareholding of Nominal Value of In ₹ MM BSE Limited (BSE) National Stock Exchange of India Limited (NSE)
137 —— Board's Report Aether Industries Limited 138 —— Board's Report Aether Industries Limited
Details of compliance with mandatory requirements and adoption of the non-mandatory Requirements Certificate of Company Secretary on Corporate Governance
The Company is in-line with the mandatory requirements to the extent applicable for the year under review.
Web-links To,
Your Company has incorporated a Wholly Owned Subsidiary in the name of 'Aether Speciality Chemicals Limited’, incorporated during The Members of
the year under review and the ‘Policy on Related Party Transactions and Material Subsidiary’ was duly framed and approved by the Aether Industries Limited
Board. Web-link for Policy is accessible at: https://aether.co.in/wp-content/uploads/2022/08/RPT-Policy.pdf Plot No. 8203,
GIDC Sachin, Surat-394230
Certificate from Practicing Company Secretary pursuant to Regulation 34(3) and Schedule V Para C clause (10) (i) of the SEBI Listing
Regulations, 2015 CIN: L24100GJ2013PLC073434
The Company has obtained a certificate from M/s. Dhirren R. Dave & Company, Practicing Company Secretary confirming that none of
the Directors on the Board of the Company have been debarred or disqualified from being appointed or continuing as Director of the We, have examined the compliance of conditions of Corporate Governance by M/s. Aether Industries Limited (the Company) for the
Company by the Securities and Exchange Board of India and Ministry of Corporate Affairs or any such authority. year ended March 31, 2023, as per Regulations 17 to 27, clauses (b) to (i) and (t) of sub-regulation (2) of Regulation 46 and paragraph
C, D and E of Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”).
Fees to the Auditor
The same is mentioned in the Notes to the Accounts. During the year under review, ₹ 0.75 MM was paid to Statutory Auditors. Aether The compliance of conditions of Corporate Governance is the responsibility of the Company’s management. Our examinations were
Speciality Chemicals Limited, a Wholly Owned Subsidiary has paid ₹ 0.02 MM to Statutory Auditors. limited to procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of
Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.
Utilization of funds
Company has utilized ₹ 5,935 MM during the review period from the proceeds of the IPO and no unutilised amount is pending. In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company has
complied with the conditions of Corporate Governance as stipulated in the above mentioned SEBI (Listing Obligations and Disclosure
Disclosures in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 Requirements) Regulations, 2015.
The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of Sexual Harassment of Women at the
Workplace (Prevention, Prohibition & Redressal) Act, 2013. We state that no investor grievances are pending for a period exceeding one month against the Company as per the records
maintained by the Shareholders / Investors Grievances Committee.
Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees
(permanent, contractual, temporary, trainees) are covered under this policy. We further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or
Members to note that there were no such instances reported in the Company during the period under review. All the male and female effectiveness with which the management has conducted the affairs of the Company.
workforce in the Company works with due respect to each other.
No Loans and advances are made to Firms / Companies by the Company or its Subsidiary in which Directors are interested.
The Dividend Distribution Policy is accessible at: https://aether.co.in/wp-content/uploads/2022/08/Dividend-Distribution-Policy.pdf
Company has complied with Corporate Governance requirements specified in Regulation 17 to 27 and clauses (b) to (i) of sub- For Dhiren R. Dave & Co.
regulation (2) of Regulation 46 of the SEBI Listing Regulations, 2015 in best possible manner. Company Secretaries | PR No.: 2144/2022 | UIN: P1996GJ002900
139 —— Board's Report Aether Industries Limited 140 —— Board's Report Aether Industries Limited
Certificate of Non-Disqualification of Directors Certificate of Managing Director and CFO
(Pursuant to Regulation 34(3) and Schedule V - Para C Clause (10)(i) of the SEBI (Listing Obligations and Disclosure Requirements) (Pursuant to Regulation 17(8) and Part B of Schedule II of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
Regulations, 2015) 2015)
To, To,
The Members of The Members of
Aether Industries Limited Aether Industries Limited
Plot No. 8203, Plot No. 8203,
GIDC Sachin, Surat-394230 GIDC Sachin, Surat-394230
We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of M/s. Aether Industries We hereby certify to the best of our knowledge and belief that:
Limited, having CIN: L24100GJ2013PLC073434 and having its registered office at Plot No. 8203, GIDC Sachin, Surat-394230,
Gujarat (hereinafter referred to as ‘the Company’), produced before us by the Company for the purpose of issuing this Certificate, in A. We have reviewed the financial statements including the cash flow statement (standalone and consolidated) for the financial year
accordance with Regulation 34(3) read with Schedule V- Para C Sub-clause 10(i) of the Securities and Exchange Board of India ended March 31, 2023 and that these statements:
(Listing Obligations and Disclosure Requirements) Regulations, 2015. • do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading; and
• together present a true and fair view of the Company’s affairs and are in compliance with existing accounting standards,
In our opinion and to the best of our information and according to the verifications (including Directors Identification Number (DIN) applicable laws and regulations.
status at the portal www.mca.gov.in) as considered necessary and explanations furnished to us by the Company and its officers, we
hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ended on March 31, 2023 B. There are no transactions entered into by the Company during the year, which are fraudulent, illegal or violate the Company’s Code
have been debarred or disqualified from being appointed or continuing as Directors of Companies by the Securities and Exchange of Business Conduct.
Board of India, Ministry of Corporate Affairs or any such other Statutory Authority.
C. We accept the responsibility for establishing and maintaining internal controls for financial reporting and that we have evaluated the
effectiveness of internal control systems of the Company pertaining to financial reporting and have disclosed to the auditors and
Name of Director / DIN Date of Appointment Name of Director / DIN Date of Appointment
the Audit Committee, deficiencies in the design or operation of such internal controls, if any, of which we are aware and the steps
we have taken or propose to take to address these deficiencies.
Ashwin Jayantilal Desai (00038386) 23.01.2013 Jeevan Lal Nagori (00017939) 01.03.2018*
D. We further certify that there have been no significant changes in internal control during the aforesaid period, the Company has
Purnima Ashwin Desai (00038399) 23.01.2013 Arun Brijmohan Kanodiya (0344900) 01.03.2018* complied with new accounting standard, Ind-AS, there have been no instance of significant fraud of which, we have become aware
Rohan Ashwin Desai (00038379) 23.01.2013 Leja Satish Hattiangadi (00198720) 01.10.2021 and the involvement therein, if any, of management or an employee having a significant role in the Company’s internal control
Aman Ashwinbhai Desai (00043633) 25.08.2014 Jitendra Popatlal Vakharia (00191088) 17.11.2021 system over financial reporting.
Kamalvijay Ramchandra Tulsian (00190840) 22.05.2018 Amol Arvindrao Kulkarni (09311097) 17.11.2021
Ishita Surendra Manjrekar (06731016) 20.06.2018 Rajkumar Mangilal Borana (01091166) 17.11.2021 For and behalf of Board of Directors
* Re-appointed for second term w.e.f. 01.03.2023 Faiz Nagariya - Chief Financial Officer PAN: ADBPN8514G
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Business Responsibility & Sustainability Report
17. Number of locations where plants and/or operations/offices of the entity are situated:
1. DETAILS OF THE LISTED ENTITY
Location Number of Plants Number of Offices Total
1. Corporate Identity Number (CIN) of the Listed Entity L24100GJ2013PLC073434
2. Name of the Listed Entity Aether Industries Limited National 2* 0 2
3. Year of incorporation 2013 International None (Not Applicable) None (Not Applicable) None (Not Applicable)
4. Registered office address Aether Industries Limited, Plot No. 8203, GIDC Sachin,
Surat-394230, GJ. * Offices and Plants are in same premises.
5. Corporate address Aether Industries Limited, Plot No. 8203, GIDC Sachin,
Surat-394230, GJ. 18. Markets served by the entity:
6. E-mail compliance@aether.co.in a. Number of locations
7. Telephone +91-261-6603360
Locations Number
8. Website www.aether.co.in
9. Financial year for which reporting is being done FY 2022-23
• National (No. of States) 14
10. Name of the Stock Exchange(s) where shares are listed National Stock Exchange of India (NSE)
• International (No. of Countries) 21
BSE Limited (BSE)
b. What is the contribution of exports as a percentage of total turnover of the entity? 69% (exports include deemed exports
11. Paid-up Capital ₹ 1,245.11 MM and SEZ sales within India)
12. Name and contact details (telephone, email address) of the person who
Maybe contacted in case of any queries on the BRSR report c. A brief on types of customers
Name Chitrarth Rajan Parghi
The products we offer are used in various segments of the chemical industry, including pharmaceuticals, agrochemicals, material
Phone +91-261-6603360
science, coatings, high-performance photography, additives, oil and gas and many more.
Email Phone compliance@aether.co.in
13. Reporting boundary - Are the disclosures under this report made on a Consolidated basis (As the Subsidiary of the Company
standalone basis (i.e., only for the entity) or on a consolidated basis has not started operations, so the details of the Parent 4. EMPLOYEES
(i.e., for the entity and all the entities which form a part of its consolidated Company i.e. Aether Industries Limited are only disclosed)
financial statements, taken together) 19. Details as at the end of Financial Year (FY2023):
14. Turnover in (INR Crores): 667.64 Crores a. Employees and workers (including differently abled):
Description of Main Activity Description of Business Activity % of Turnover of the Entity • Other than Permanent (E) Nil
• Total employees (D + E) 546 518 94.87% 28 5.12%
Manufacturing of chemicals (NIC: 2011) The primary focus of the company is the production of 100%
advanced intermediates and specialty chemicals that Particulars Male Female
require specialized chemistry and cutting-edge WORKERS Total (A) No. (B) % (B/A) No. (C) % (C/A)
technology.
• Permanent (F) 343 343 100% 0 0
16. Products/Services sold by the entity (accounting for 90% of the entity’s turnover):
• Other than Permanent (G) 266 263 98.87% 3 1.13%
• Workers (F + G) 609 606 99.51% 3 0.49%
Product/Service NIC Code % of total Turnover contributed
143 —— Business Responsibility & Sustainability Report Aether Industries Limited 144 —— Business Responsibility & Sustainability Report Aether Industries Limited
b. Differently abled employees and workers: b. Turnover (in ₹): 664.64 Cr. for the FY 2022-23
c. Net worth (in ₹): 1,244.61 Cr. for the FY 2022-23
Particulars Male Female
DIFFERENTLY ABLED EMPLOYEES Total (A) No. (B) % (B/A) No. (C) % (C/A)
7. TRANSPARENCY AND DISCLOSURE COMPLIANCES
• Permanent (D)(till Dec FY2022) 1 1 100% 0 0
24.Complaints/Grievances on any of the principles (Principles 1 to 9) under the National Guidelines on Responsible Business Conduct:
• Other than Permanent (E) 1 1 100% 0 0
• Total employees (D + E) 2 2 100% 0 0
FY2023
Particulars Male Female
Stakeholder group Grievance Redressal Number of Number of complaints Remarks
DIFFERENTLY ABLED EMPLOYEES Total (A) No. (B) % (B/A) No. (C) % (C/A) from whom Mechanism complaints pending resolution at
complaint is received in Place (Yes/No) filed during the year close of the year
• Permanent (F)(till Dec FY2022) 2 2 100% 0 0
• Other than Permanent (G) Nil Communities Yes 0 0 None
• Total Workers (F + G) 2 2 100% 0 0 Investors (other than Yes 0 0 None
shareholders)
20.Participation/Inclusion/Representation of women Shareholders Yes 32 0 None
Employees Yes 0 0 None
Particulars No. and percentage of Females
Customers Yes 0 0 None
Total (A) No. (B) % (B/A)
Value Chain Partners Yes 0 0 None
• Board of Directors 12 3 25%
Other (please specify) None None None None
• Key Management Personnel* 6 1 17%
Note : Aether has an internal mechanism available for grievance redressal for all of its stakeholders.
*Key Management Personnel, as specified in Section 203(1) of the Companies Act 2013, includes the Managing Director, Whole-
time Directors, Chief Financial Officer, and Company Secretary. 25.Overview of the entity’s material responsible business conduct issues
Please indicate material responsible business conduct and sustainability issues pertaining to environmental and social matters that
21. Turnover rate for permanent employees and workers
present a risk or an opportunity to your business, rationale for identifying the same, approach to adapt or mitigate the risk along with
FY2023 its financial implications, as per the following format
Male Female Total
Material issues Indicate whether Rationale for identifying In case of risk, approach Financial implications of
• Permanent Employees 100% 0.00% 1.8%
identified risk or the risk/ opportunity to adapt or mitigate the risk or opportunity
• Permanent Workers 100% 0.00% opportunity (R/O) (Indicate positive or
negative implications)
5. HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES (INCLUDING JOINT VENTURES) Promoting Health and Opportunity Revamping the existing Aether will endeavour to Positive
21. Names of holding/subsidiary/associate companies/joint ventures Well-being products to meet the provide innovative products
evolving customer needs in and solutions for addressing
Name of the holding/ Indicate whether % of shares Does the entity indicated terms of wider coverage at the opportunities in chemical
subsidiary/associate holding/subsidiary held by listed entity at column A, participate competitive pricing while market
companies/joint ventures (A) / associate/joint venture in the Business promoting the importance of us for promoting the well-
Responsibility initiatives environment care which being of customers/
of the listed entity? (Yes/ improves the impact through employees and workers
No) behavioural changes. This is
substantiated by market
• Aether Speciality Chemicals Limited Subsidiary 100% Yes research for improvising
demand related products.
6. CSR DETAILS
a. Whether CSR is applicable as per section 135 of the Companies Act, 2013: Yes
145 —— Business Responsibility & Sustainability Report Aether Industries Limited 146 —— Business Responsibility & Sustainability Report Aether Industries Limited
Material issues Indicate whether Rationale for identifying In case of risk, approach Financial implications of Material issues Indicate whether Rationale for identifying In case of risk, approach Financial implications of
identified risk or the risk/ opportunity to adapt or mitigate the risk or opportunity identified risk or the risk/ opportunity to adapt or mitigate the risk or opportunity
opportunity (R/O) (Indicate positive or opportunity (R/O) (Indicate positive or
negative implications) negative implications)
Innovation and Opportunity Innovation and digital Aether looks forward to Positive Responsible Opportunity Responsible investment is an Aether's ESG policy and Positive
Digitisation transformation creates value continuously increase digital Investment approach to explicitly strategies aims to improve the
for both the organisation as presence with innovative by acknowledge the relevance of shareof high ESG compliant
well as for the customers and exploring opportunities in environmental, social and companies in the portfolio for
other stakeholders in offering unexplored markets segments governance factors, in mitigating ESG risks such as
services by improving the investment practices for climate change, human rights
operational efficiency while responsible wealth generation related risks etc.
responding to evolving and healthy portfolio in the
consumer needs and long run countering the new
grievances. challenges posed by climate
Diversity and Inclusion Opportunity Diversity is about the Our DEI strategy, is built Positive change and regulatory
representation of workforce in around three pillars: requirements.
the entity. Inclusion is about employees; customers; and ESG Products and Opportunity ESG-themed products are for Aether endeavours to stay Positive
contributions, presence and brand and reputation. We aim Services the decarbonised economy compliant with the products
perspectives of different to embed the values of and promote the products (ESG/responsible products) for
groups of people are valued diversity across our business which benefits the society promoting sustainable
and integrated into the internal by providing equal opportunity indirectly as well directly development for communities.
environment. This issue refers and promoting an inclusive Climate Change Risk Climate change related risks Climate change risks and Negative
to the diversity and inclusion workforce. Mitigation require the use and regular adaptation to the resulting
practices of Aether and its review of comprehensive impacts have been integral to
value chain partners. framework to ensure it is our risk management process
Human Capital Opportunity Human Capital Development For Aether, learning and Positive properly addressed and for many years and our
Development intends to develop agile and development is a key applied. Adopting practices approach continues to grow
productive workforce leading differentiator to mitigate, leading to with time. We will continue to
to overall business objectives for adapting to evolving increased risk capital align our underwriting and
promoting growth. external context promoting requirements for responding to investment policies to adapt to
learning throughout the the financial losses incurred in the changing climate risk
employee lifecycle for enabling case of such events. scenario and promote
the workforce to up-skill sustainable products.
themselves and develop their Community Risk Supporting community Aether's community Positive
core competencies. Development development programmes development programmes
Economic Performance Opportunity Economic performance refers Aether believes that strong Positive shall uphold the Company's creating a better value
to the contribution of Aether’s economic performance brand image while promoting proposition for the
business to the local, regional, ensures continuous and better quality of life for the stakeholders.
national and global economy positive returns to our beneficiaries.
and creating wealth for the shareholders while generating Customer Relationship Risk Customer Relationship is core Aether’s customer relations, Negative
stakeholders viz., community, value for all other stakeholders Management for business for innovating product mis- selling and
employees, investors. and making a positive impact products as per consumer and grievance handling
on nation-building. market needs while resolving mechanisms leading to
grievances with low customer attrition/
turnaround time, maintaining dissatisfaction.
trust, continuity and
relationship.
147 —— Business Responsibility & Sustainability Report Aether Industries Limited 148 —— Business Responsibility & Sustainability Report Aether Industries Limited
Material issues Indicate whether Rationale for identifying In case of risk, approach Financial implications of Material issues Indicate whether Rationale for identifying In case of risk, approach Financial implications of
identified risk or the risk/ opportunity to adapt or mitigate the risk or opportunity identified risk or the risk/ opportunity to adapt or mitigate the risk or opportunity
opportunity (R/O) (Indicate positive or opportunity (R/O) (Indicate positive or
negative implications) negative implications)
Talent Attraction and Risk An organisational environment Our diverse mechanisms to Negative Business Ethics Risk Business ethics are necessary Our corporate policies and Negative
Retention to attract and retain talent acquire and manage human to ensure ethical business codes form a key component
through improved mental talent across our business practices abiding by local and of the governance framework
physical well-being, equal operations based on the sectoral regulations while guiding our employees and
opportunities, skill requirements of the managing the interests of all other stakeholders across the
enhancement and employee organisation with high the stakeholders aligning with value chain to uphold our
benefits providing competitive retention rates. global best practices based on commitment to ethics,
edge. human, cultural, economic, transparency, and
Data Privacy and Risk Data Privacy and Security is Aether's practices will continue Negative political and social rights and sustainability.
Security the process of implementing to prevent cyber-attacks or conducting business on
measures and systems failure of systems leading to accountable and transparent
designed to securely protect loss of customer data and lines.
and safeguard information and maintaining trust in our
also implies that businesses processes are high priorities.
Section B: Management and Process Disclosures
should use private data only
for the intended purposes. This section is aimed at helping businesses demonstrate the structures, policies and processes put in place towards adopting the
Fair Workplace Risk An inclusive workplace which Aether ensures strict Negative NGRBC Principles and Core Elements.
promotes equal pay for equal adherence to policies and
work, protection from all kinds regulations to ensure equal P1 Businesses should conduct and govern themselves with integrity, and in a manner that is Ethical, Transparentand Accountable.
of discriminations and abiding pay for equal work, mitigating
by human rights practices. and preventing adverse P2 Businesses should provide goods and services in a manner that is sustainable and safe.
human rights impacts linked to P3 Businesses should respect and promote the well-being of all employees, including those in their value chains.
our business activities and
operations including our P4 Businesses should respect the interests of and be responsive to all its stakeholders.
supply chain.
P5 Businesses should respect and promote human rights.
Operational Eco- Risk Reducing environmental Aether 's business will focus on Negative
Efficiency footprint of the Company in transitioning the operations to P6 Businesses should respect and make efforts to protect and restore the environment.
terms of carbon and waste low environmental footprint in
intensity is essential for terms of carbon and waste P7 Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that isresponsible and
lowering the environmental intensity. transparent.
footprint of business and
P8 Businesses should promote inclusive growth and equitable development.
ultimately reach Net-Zero
levels in line with India’s P9 Businesses should engage with and provide value to their consumers in a responsible manner.
commitments reducing the
consequences on society.
Disclosure Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
Risk Management Risk Enterprise Risk Management Our enterprise-wide approach Negative
is a process of identifying and to risk management, approved
Policy and management processes
managing potential risks by our Board of Directors helps
including ESG risks within its us to identify potential material
1. Yes Yes Yes Yes Yes Yes Yes Yes Yes
risk appetite for providing risks in a structured,
a. Whether your Company’s policy/ policies cover each
reasonable assurance systematic manner and
principle and its core elements of the NGRBCs. (Yes/No)
regarding the achievement of actions to mitigate them.
entity objectives.
b. Has the policy been approved by the Board? (Yes/No) Yes Yes Yes Yes Yes Yes Yes Yes Yes
149 —— Business Responsibility & Sustainability Report Aether Industries Limited 150 —— Business Responsibility & Sustainability Report Aether Industries Limited
Disclosure Questions P1 P2 P3 P4 P5 P6 P7 P8 P9 Disclosure Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
7. Statement by director responsible for the business responsibility At our organization, we are committed to being planet
c. Web-Link of the Policies, if available*** Statutory Policies: https://aether.co.in/investor-relations/ report, highlighting ESG positive in all of our operations and initiatives. We recognize
#corporate-governance related challenges, targets and achievements (listed entity has that the health of the planet is intricately linked to the well-
flexibility regarding the placement of this disclosure) being of people and communities, and we strive to take
2. Whether the Company has translated the policy into procedures. Yes Yes Yes Yes Yes Yes Yes Yes Yes actions that prioritize the sustainability of our planet and its
(Yes/No) resources.
To this end, we have implemented a number of initiatives to
reduce our environmental impact, such as using renewable
3. Do the enlisted policies extend to your value chain partners? (Yes/No) The above-mentioned policies are integrated to all value energy sources, reducing waste and carbon emissions, and
chain partners. promoting sustainable practices in our supply chain.
We also believe in the power of education and awareness to
drive positive change, and we work to promote
4. Name of the national and international codes/certifications/ labels/ The Company has adopted various international frameworks environmental education and advocacy in our communities.
standards (e.g., Forest Stewardship Council, Fair-trade, Rainforest such as: We understand that the challenges facing our planet are
Alliance, and Trustee) standards (e.g., SA 8000, OHSAS, ISO, BIS) 1. ISO 27001 2013 Information Security Management complex and multifaceted, but we believe that by working
adopted by your Company and mapped to each principle. System together and taking proactive steps to protect the
2. ISO 45001 2018 environment, we can create a brighter, more sustainable
3. ISO 9001 2015 future for all.
4. GMP
5. EcoVadis
6. Un Global Compact Membership 8. Details of the highest authority responsible for implementation and Dr. Aman Ashvin Desai
7. GRI Reporting Framework for ESG Disclosure oversight of the Business Responsibility policy (ies). (Whole-time Director)
8. Membership of Indian Chemical Council 0261-6603360
compliance@aether.co.in
5. Specific commitments, goals and targets set by the Company with The Company has taken internal targets for various functions
defined timelines, if any. and monitors the progress periodically. The target spans 9. Does the Company have a specified Committee of the Board/Director Aether has long viewed corporate social responsibility (CSR)
around diversity and inclusion, embedding ESG into core responsible for decision-making on Sustainability-related issues? as a commitment to making meaningful contributions to the
business segments, community development, operational (Yes/No). If yes, provide details. community. The company has consistently aimed to provide
eco-efficiency. added value to stakeholders by going beyond business
goals and ensuring that CSR initiatives deliver tangible
benefits over the long term. The Board committee serves as
the governing body that defines the scope of CSR activities
6. Performance of the Company against the specific commitments, As a company, we recognize the importance of and ensures that the company's CSR & ESG Policy is
goals and targets along with reasons in case the same are not met. environmental, social, and governance (ESG) factors in adhered to.
building a sustainable and responsible business. We
understand that our actions can have a significant impact on
the world around us, and we are committed to making a ***The following policies are available on the Company website www.aether.co.in
positive difference.
To begin our ESG journey, we started by defining our core • Archival Policy • Policy on succession of the Board
values and how they align with ESG principles. We then • Board Evaluation Policy • Risk Assessment and Management Policy
conducted a materiality assessment to identify the ESG • CSR Policy • Related Party Transaction and Material Subsidiary Policy
issues that are most relevant and material to our company • Determination of Materiality of Event Policy • Terms of Appointment of Independent Directors
and stakeholders. • Dividend Distribution Policy • Whistle Blower Policy (Vigil Mechanism)
Based on this assessment, we are developing a • Familiarisation Program for Independent Directors • Code of Conduct for the Company
sustainability strategy that outlines our goals, targets, and • Materiality Policy • Code of Conduct of Board and SMP
actions related to ESG. We involved all relevant stakeholders • Policy on appointment of Directors, KMPs and Employee • Code of fair practices under the SEBI (PIT) Regulations
in this process to ensure that our strategy reflects the needs 2015
and expectations of our employees, customers, investors,
and communities.
151 —— Business Responsibility & Sustainability Report Aether Industries Limited 152 —— Business Responsibility & Sustainability Report Aether Industries Limited
:
:
:
And following are available on Intranet. Section C: Principle-wise Performance Disclosures
10. Most of the policies being Details of review of NGRBCs by the Company 1. Percentage coverage by training and awareness programmes on any of the Principles during the financial year
Subject for Review Indicate whether review was undertaken Frequency (Annually/Half-yearly/Quarterly/Any Segment Total number of training and Topics/principles covered %age of persons
by the Director/Committee of the Board/Any other – please specify) awareness programmes held under the training and its impact in respective
other Committee category covered
by the awareness
P1 P2 P3 P4 P5 P6 P7 P8 P9 P1 P2 P3 P4 P5 P6 P7 P8 P9 programmes
Performance against above All the applicable polices are reviewed critically by the Management of the Company. Furthermore, Board of Directors No : 2 100%
policies and follow-up action timely reviews and audits are conducted to align the policies to the changing business dynamics and Board Strategy Meeting: During the strategy The Board of Directors were periodically
regulatory requirements, if any. retreat organised by the Company for its familiarised on an array of issues pertaining
Board, the senior leadership deliberated on to industry, business, regulations, economy,
Compliance with statutory Aether ensures compliance with all the statutory requirements in a timely manner. This compliance important topics such as Corporate Business ESG, their roles, rights and responsibilities
requirements of relevance to reviewed are done on annual basis to understand new requirements and be compliant to them. Strategy including Impact of Regulatory etc. through various awareness sessions.
the principles and rectification Reforms. The Strategy meet allows the Board
of any non-compliance members to bring their expertise to the In addition, as a part of quarterly Board and
subjects/ topics presented and also provide Committee Meetings, all the Board Members
an opportunity to familiarise themselves on were also apprised.
11. Has the Company carried out independent assessment/evaluation of the working of its policies by an external agency? (Yes/No) If
the detailed aspects of execution and on developments in the Company, key
yes, provide the name of the agency.
challenges relating to the topics presented. regulatory changes on the governance front
P1 P2 P3 P4 P5 P6 P7 P8 P9 i.e. Guidelines/Regulations/ Circulars by,
Periodic meetings were undertaken at the SEBI and MCA etc. The Key Managerial
No. However, audits and reviews are periodically conducted internally on all policies and procedures by the Company. Policies are Board level to familiarise the top leadership Personnel of the Company are also part of
reviewed and revised on a regular basis by different business heads and are then authorized by management or the Board from both - on matters relating to the industry, business the Board and Committee Meetings wherein
best practices and risk viewpoint. The Board, the Board Committee, and Senior Management of the Company have all approved models, risk mitigation and management, the above referred presentations are made.
governing regulations, ESG, CSR, information
policies wherever they are mentioned. technology including cyber security, their The details of the Familiarisation
roles, rights and responsibilities and major programmes for Independent Directors for
12. If answer to question (1) above is “No” i.e., not all Principles are covered by a policy, reasons to be stated developments and updates on the Company, FY2023 are also hosted on the Company’s
etc. Website.
Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
Key Managerial No : 19 9 NGRBC principles & the BRSR Framework 100%
The Company does not consider the principles material to its business (Yes/No) Personnel Key managerial staff were trained on the
Business Responsibility and Sustainability
The Company is not at a stage where it is in a position to formulate and implement the Employees other Reporting (BRSR) framework is an important
policies on specified principles (Yes/No) than BoD and KMPs step towards building a culture of
The Company does not have the financial or human and technical resources available for Not Applicable. sustainability within a company.
the task (Yes/No) Workers All : Health and safety training should not be a 100%
one-time event. Company provided ongoing
It is planned to be done in the next financial year (Yes/No)
training to workers to ensure that they are up-
Any other reason (please specify) to-date on the latest health and safety
procedures and protocols.
Internal documents/policies are available to the employees through the Company’s intranet
153 —— Business Responsibility & Sustainability Report Aether Industries Limited 154 —— Business Responsibility & Sustainability Report Aether Industries Limited
2. Details of fines/penalties/punishment/award/compounding fees/settlement amount paid in proceedings (by the entity or by 6. Details of complaints with regard to conflict of interest:
Directors/KMPs) with regulators/law enforcement agencies/judicial institutions, in the financial year, in the following format (Note:
The entity shall make disclosures on the basis of materiality as specified in Regulation 30 of SEBI (Listing Obligations and Case Details 2023 2022
Disclosure Obligations) Regulations, 2015 and as disclosed on the entity’s website): Directors None None
Monetary KMPs None None
NGRBC Name of the regulatory/ Amount Brief of the Has an appeal Employees None None
Principle enforcement agencies/ (In ₹) Case been preferred? Workers None None
judicial institutions (Yes/No) 2023 2022
Non-Monetary 7. Provide details of any corrective action taken or underway on issues related to fines/penalties/action taken by regulators/law
enforcement agencies/judicial institutions, on cases of corruption and conflicts of interest.
NGRBC Name of the regulatory/ enforcement Brief of the Has an appeal
Principle agencies/ judicial institutions Case been preferred? Not Applicable. During the reporting period, there have been zero instances of conflicts of interest involving the Directors and KMPs.
(Yes/No)
3. Of the instances disclosed in Question 2 above, details of the Appeal/Revision preferred in cases where monetary or non-monetary
action has been appealed. Total number of Topics/principles %age of value chain partners covered
awareness programmes held covered under the training (by value of business done with such partners)
Case Details Name of the regulatory/enforcement agencies/judicial institutions under the awareness programmes
None – There have been no cases accorded to the Entity or Directors/KMPs. 2 Sustainable procurement and 5%
4. Does the entity have an anti-corruption or anti-bribery policy? If yes, provide details in brief and, if available, provide a web-link to Planet positive awareness
the policy.
Channel partners play a vital role in Aether’s operations. The Company takes continued efforts to raise value chain
Yes, the company has an anti-corruption/anti-bribery policy in place. This policy strictly prohibits the company, its employees, and partners’ (including customers) awareness on topics like Sustainable procurement and being Planet positive. The Company
intermediaries from engaging in bribery, making prohibited payments, or accepting bribes from government officials or other carefully considers value chain related chain risks and protects interests, both of which are essential for successfully conducting
individuals to gain a business advantage or retain business. As the company engages in collaborations and relationships with third business. In order to evaluate their interests and communicate Aether’s long-term objectives, the Company has worked closely with
parties, it acknowledges that it could potentially be held liable under local anti-corruption laws. While the company's code of its value chain partners through different channels.
conduct mandates compliance with all relevant laws, it continually improves its policies and procedures to ensure compliance with
anti-corruption regulations. Does the entity have processes in place to avoid/manage conflict of interests involving members of the Board? (Yes/No) If Yes,
provide details of the same
The Whistle Blower Policy validates the conditions outlined in the Companies Act of 2013 and the rules adopted thereunder.
Yes. The Company has a robust code of conduct policy in place. All the Board members and senior officials of the Company
5. Number of Directors/KMPs/employees/workers against whom disciplinary action was taken by any law enforcement agency for the endeavour to abide by the code of conduct to avoid situations wherein their personal interest may create a conflict with the
charges of bribery/corruption: Company’s interest. All members of the Board of directors are expected to conduct themselves in a professional, ethical, and
honest manner at all times. Additionally, the Code lays out the rules that must be followed by all staff members and Board members
Case Details 2023 2022 in order to prevent and manage conflicts of interest. Every employee must adhere to the policy and refrain from any actions that
could result in a real or perceived conflict of interest, as outlined in the Company’s “Framework for Managing Conflict of Interest.”
Directors None None
Aether has an investigation team who have received formal training on evaluation of any violations to the code of conduct. The
KMPs None None team has the responsibility of reporting those violations to the Fraud Control Unit Portal.
Employees None None
Workers None None
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PRINCIPLE 2: Businesses should provide goods and services in a manner that is sustainable and safe 4. Whether Extended Producer Responsibility (EPR) is applicable to the entity’s activities (Yes/No). If yes, whether the waste collection
plan is in line with the Extended Producer Responsibility (EPR) plan submitted to PollutionControl Boards? If not, provide steps taken
ESSENTIAL INDICATORS to address the same. Not Applicable.
1. Percentage of R&D and capital expenditure (capex) investments in specific technologies to improve the environmental and social The chemical industry has its own set of initiatives and programs focused on sustainable manufacturing practices, responsible waste
impacts of product and processes to total R&D and capex investments made by the entity, respectively management, and product stewardship. These industry-specific efforts aim to minimize environmental impacts and ensure the safe
handling and disposal of chemicals throughout their lifecycle, often in collaboration with regulatory authorities and other stakeholders.
2023 2022 Details of improvements in environmental and social impacts
Capex 0.10 0.01 Renewal Energy led to lesser consumption of the conventional energy sources 1. Has the entity conducted Life Cycle Perspective/Assessments (LCA) for any of its products (for manufacturing industry) or for its
services (for service industry)? If yes, provide details in the following format?
the quantum of R&D Expenditure in specific technologies to improve the environment and social impacts to total R&D is not
quantifiable. Though, the R&D Expenditure is meant for the R&D side of the Company, it does not contribute to environmental and NIC Code Name of % of total Boundary for which Whether conducted Results communicated
social criteria to material level. Product/Service Turnover contributed the Life Cycle by independent in public domain (Yes/ No)
Perspective/ Assessment external agency If yes, provide the web-
(Yes/No) link
2. a. Does the entity have procedures in place for sustainable sourcing? (Yes/No) Yes
b. If yes, what percentage of inputs were sourced sustainably? Approximately 15% No, moving forward, we have made the decision to conduct Life Cycle Assessments (LCA) for all of our products. This means that we
will be analyzing the environmental impact of our products from their initial creation all the way through their use and eventual disposal.
3. Describe the processes in place to safely reclaim your products for reusing, recycling and disposing at the end of life, for (a) Plastics
(including packaging), (b) E-waste, (c) Hazardous waste, and (d) other waste.As a company operating in the chemical sector, we By conducting LCAs, we hope to gain a deeper understanding of the environmental impact of our products and identify areas where
recognize the importance of reducing waste and minimizing our environmental impact. That is why we have implemented a robust we can make improvements to reduce our carbon footprint and promote sustainability. This information will also allow us to make more
waste recycling program that focuses on reducing the amount of waste we generate and finding innovative ways to reuse or informed decisions about our production processes and materials sourcing.
recycle it. Our waste recycling program involves a range of initiatives, including:
We are committed to being responsible stewards of the environment and believe that conducting LCAs for our products is a critical
• Waste Reduction: We have implemented measures to reduce the amount of waste generated by our operations. This includes step in achieving this goal. We recognize that our actions have a direct impact on the health of the planet, and we are committed to
using more efficient production methods, reducing the amount of raw materials we use, and optimizing our supply chain to taking proactive steps to reduce our environmental footprint and promote sustainability.
minimize waste.
2. If there are any significant social or environmental concerns and/or risks arising from production or disposal of your products/
• Waste Segregation: We segregate the waste generated by our operations to ensure that recyclable materials are separated from
services, as identified in the Life Cycle Perspective/Assessments (LCA) or through any other means, briefly describe the same
non-recyclable materials. This helps us to maximize the amount of waste that can be reused or recycled.
along with action taken to mitigate the same.
• Recycling Partnerships: We work with local recycling facilities and partners to ensure that our waste is recycled or reused in the
most effective way possible. This includes collaborating with companies that specialize in recycling specific materials, such as
Name of Product/Service Description of the Risk/Concern Action
plastic, metal, or paper. We have our own set-up of Solvent Recovery Plant (‘SRP’).
• Education and Training: We provide education and training to our employees on waste reduction and recycling best practices. This Not Applicable
helps to ensure that everyone in our organization is aware of the importance of recycling and understands the role they play in
reducing our environmental impact. 3. Percentage of recycled or reused input material to total material (by value) used in production (for manufacturing industry) or
providing services (for service industry).
• Innovation: We invest in research and development to find new and innovative ways to reuse or recycle waste
materials. This includes exploring new technologies and processes that can convert waste into new products or materials. Indicate input material Recycled or re-used input material to total material
Our waste recycling program has not only helped us to reduce our environmental impact but has also created new business Recoveries 5.45%
opportunities and cost savings. By implementing a circular economy approach, we are able to reduce waste, conserve resources, and
create value for our customers and stakeholders.
Note: Recycled materials have become an increasingly important topic in today's society. People are becoming more conscious of
Overall, we believe that our waste recycling program is an essential part of our commitment to sustainability and responsible business their environmental impact and are seeking ways to reduce their carbon footprint. Recycled materials are a great way to do this, as
practices. We remain dedicated to finding new and innovative ways to reduce our environmental impact and create a more sustainable they allow us to use resources that have already been extracted and processed, reducing the amount of new resources we need to
future for all. extract from the earth.
157 —— Business Responsibility & Sustainability Report Aether Industries Limited 158 —— Business Responsibility & Sustainability Report Aether Industries Limited
One of the challenges of using recycled materials is that it can be difficult to quantify the input required to produce a certain amount of PRINCIPLE 3: Businesses should respect and promote the well-being of all employees, including those
recycled material. For example, it may be easy to measure the amount of energy required to extract and process a certain amount of in their value chains
raw material, but it can be much harder to measure the amount of energy required to collect, sort, and process recycled materials. This
can make it difficult to compare the environmental impact of using recycled materials versus using new materials.
1. a. Details of measures for the well-being of employees:
4. Of the products and packaging reclaimed at end of life of products, amount (in metric tonnes) reused, recycled and safely % of employees covered: Permanent employees
disposed, as per the following format: Category Health Insurance Accident Insurance Maternity benefits Day-care facilities Paternity benefits
Total (A) No. (B) % (B/ A) No. (C) % (C/ A) No. (D) % (D/ A) No. (E) % (E/ A) No. (F) % (F/ A)
Type of products and packaging FY2023
Male 518 518 100% 518 100% NA NA 518 94.87% Applicable for
Re-Used Recycled Safely Disposed eligible male
and female
Plastics (including packaging) 47.8 Female 28 28 100% 28 100% 28 100 NA NA employees.
Aether has tie-
E-waste Nil
ups with day-
Hazardous Waste 1246.34 care facilities,
hospitals across
Other Waste 1501.36 the locations
Total 546 546 100% 546 100% 28 100% 518 94.87%
5. Reclaimed products and their packaging materials (as percentage of products sold) for each product category.
159 —— Business Responsibility & Sustainability Report Aether Industries Limited 160 —— Business Responsibility & Sustainability Report Aether Industries Limited
% of Other than Permanent Workers covered by : Other than permanent workers At The Company, we are dedicated to providing a safe and secure work environment for all our employees. We believe that this is
Category Health Insurance Accident Insurance Maternity benefits Day-care facilities Paternity benefits essential to ensuring that our employees can deliver their best work and achieve their full potential. The policy is available on
employee portal and company’s intranet.
Total (A) No. (B) % (B/ A) No. (C) % (C/ A) No. (D) % (D/ A) No. (E) % (E/ A) No. (F) % (F/ A)
Male 118 118 100% NA NA NA NA NA NA Applicable for 5. Return to work and Retention rates of permanent employees and workers that took parental leave.
eligible male
and female Gender Permanent employees Permanent Workers
Female 0 0 0 NA NA NA NA NA NA employees. Return to work rate Retention rate Return to work rate Retention rate
Aether has tie-
ups with day- Male 100% 100% 100% 100%
care facilities,
hospitals across Female 100% 100% 100% 100%
Total 118 118 100% NA NA NA NA NA NA the locations
Total 100% 100% 100% 100%
2. Details of retirement benefits, for Current FY and Previous FY 6. Is there a mechanism available to receive and redress grievances for the following categories of employees and worker? If yes, give
details of the mechanism in brief.
FY2023
Yes/No (If Yes, then give details of the mechanism in brief)
Benefits No. of employees covered No. of workers covered Deducted and deposited
as a % of total employees as a % of total workers with the authority (Y/N/N.A.) Yes, the Company has implemented a comprehensive procedure to address the grievances of
Permanent Workers its employees. If an employee has a grievance, they can reach out to their immediate or skip
PF 100% 100% Y manager as the first point of contact. If the issue remains unresolved, the respective business
Gratuity 100% 100% Y HR
ESI 100% 100% Y Other than Permanent Workers will be the next point of contact, responsible for investigating the matter and providing a
Others – (Professional Tax) 100% 100% Y resolution based on fair and transparent dealings.
For POSH (Prevention of Sexual Harassment) related matters, the employee is expected to
Permanent Employees raise
3. Accessibility of workplace the issue with the local HR team or the dedicated email ID for the IC (Internal Complaints)
Committee. If necessary, the matter can be escalated to the Chairperson of the IC Committee.
Are the premises/offices of the entity accessible to differently abled employees and workers, as per the requirements of the Rights The final level of escalation for POSH matters will be to the Head HR of the Organisation.
of Persons with Disabilities Act, 2016? If not, whether any steps are being taken by the entity in this regard. Other than Permanent Employees Overall, the Company is committed to ensuring that its employees feel heard and supported in
addressing their grievances. This grievance redressal procedure is a critical component of the
Aether offices are outfitted with accessibility for differently abled employees in accordance with the Rights of Persons with Company's commitment to creating a positive and respectful workplace culture.
Disabilities Act, 2016.
7. Membership of employees and worker in association(s) or Unions recognised by the listed entity.
4. Does the entity have an equal opportunity policy as per the Rights of Persons with Disabilities Act, 2016? If so, provide a web-link to None. Aether recognizes the right to freedom of association and believes that all employees have the right to join or form
the policy. associations encouraging collective bargaining agreements.
The Company prides itself on being an equal opportunity employer that values diversity and agility in its workforce. We believe that
by providing a safe and secure work environment, our employees can deliver their best work without any inhibitions. We are 8. Details of training given to employees and workers:
committed to creating a workplace where all employees feel valued, respected, and supported. Our policies reflect this commitment
and are available on our employee portal for all to access. We strive to ensure that our policies are clear, transparent, and
consistently applied to all employees.
In addition to our policies, we have implemented a range of measures to support our employees. This includes regular training and
development programs, employee wellness initiatives, and a culture of open communication and collaboration. We believe that a
diverse and agile workforce is essential to the success of our company. By embracing different perspectives, ideas, and
approaches, we can drive innovation, creativity, and growth. We are committed to fostering a workplace culture that promotes
diversity and agility and provides equal opportunities for all.
161 —— Business Responsibility & Sustainability Report Aether Industries Limited 162 —— Business Responsibility & Sustainability Report Aether Industries Limited
Workers FY2023 d) Do the employees/worker of the entity have access to non-occupational medical and healthcare services?(Yes/No) Aether
Category On health and safety measures On skill upgradation provides extensive benefits, resources, and crisis support to all employees and their families. This also covers assistance with
medical costs:
Total (A) No. (B) % (B/A) No. (C) % (C/A)
• Employee assistance helpline;
Male 343 343 100% 343 100% • Mediclaim insurance (family floater cover and corporate buffer);
Female 0 0 0 0 100% • Reimbursement of medical infrastructure support expenses arising from home quarantine in case ofCOVID-19 infection for
employee, spouse, two children, and dependent parents;
Total 343 343 100% 343 100%
Therefore, the Company has decided to implement a system for calculating lost time moving forward. This system will allow the
Workers FY2023 Company to track and monitor lost time incidents, identify trends, and take proactive measures to prevent future incidents from
Category Total (A) No. (B) % (B/A) occurring.
Male 343 343 100%
By implementing this system, the Company is demonstrating its commitment to creating a safe and healthy work environment for
Female 0 0 0 all employees, and ensuring that appropriate measures are taken to mitigate risks and prevent incidents.
Total 343 343 100%
Number of employees eligible for appraisal. 12. Describe the measures taken by the entity to ensure a safe and healthy workplace.
10. Health and safety management system: At our company, the health, safety, and well-being of our employees is a top priority. We continuously review and update our
systems, policies, and processes to adapt to the changing work environment. We strictly adhere to all applicable laws and
a) Whether an occupational health and safety management system has been implemented by the entity?(Yes/No). If regulations, and take the utmost precautionary and preventive measures at all our operating locations. We offer a range of
yes, the coverage such system? employee wellness initiatives to promote physical and mental health, including annual health check-ups, health risk assessments,
and advisory services, medical insurance, personal accident and life covers, an employee assistance helpline, and access to
Yes. The Company conducts periodic fire drills and other safety drills with strict adherence to statutory norms. The Company doctors, emergency services, and ambulance services. To ensure that our programs meet the needs of our employees, we seek
also conducts periodic third-party audits of the safety systems. The Company is making every effort to support the employees’ regular feedback on various aspects of their physical health and mental well-being, and use this feedback to identify gaps and
continued physical health and mental well-being. devise new programs. We believe that these initiatives not only promote the health and well-being of our employees but also create
a positive and supportive work environment that contributes to the overall success of our company. In summary, we are committed
b) What are the processes used to identify work-related hazards and assess risks on a routine and non-routine basis by the entity? to providing our employees with the resources and support they need to stay healthy, safe, and productive, both on and off the job.
We seek feedback from employees on a regular basis with respect to various aspects – physical health and mental well-being – to
Employees are encouraged to report their grievances relating to work-related hazards to their HR Managers. The Company identify gaps and devise new programs. The following employee benefits are provided to employees:
takes immediate actions to adopt/improve the safety-related measures. Further, employees receive internal communications
and notifications on a regular basis for adopting precautionary measures in case of safety risks. Safety- related awareness • Health and accident insurance
sessions are also conducted. Employees across all offices receive recurring training in basic and advanced fire safety, including • Mediclaim insurance ( family floater cover and corporate buffer ) with option of availing Top-up
drills for escape. • Parental leaves - Maternity, Paternity and Adoption
• Retirement benefits like PF, Gratuity, ESI
c) Whether you have processes for workers to report the work-related hazards and to remove themselves from such risks. (Y/N)
This is in addition to Earned (Privilege) Leave and Casual-cum-Sick Leave which all employees.
There aren’t any significant risks to occupational health and safety owing to the nature of the firm. However, the
Company recognizes risk as a component of workplace safety connected to utilities, fire, construction, etc. These are
periodically identified, and various corrective steps are undertaken. For any safety-related grievances, employees shall escalate
to their H&S Managers.
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13. Number of Complaints on the following made by employees and workers: 5. Details on assessment of value chain partners:
a) Working Conditions None % of value chain partners (by value of business done with such partners) that were assessed
b) Health & Safety None The Company requires all of its value chain partners to abide by the applicable laws and
Health and Safety Practices
regulations, including those governing the working conditions and health and safety procedures.
14. Assessments for the year: These requirements are expressly stated in the procurement contracts. Therefore, the Company
Working Conditions has not made any detailed assessments regarding the working conditions and health and safety
% of your plants and offices that were assessed (by entity or statutory authorities or third parties) procedures used by value chain partners.
Health and Safety Practices There were no formal assessments of our offices carried out during FY2023 by any
Working Conditions statutory body. 6. Provide details of any corrective actions taken or underway to address significant risks/concerns arising from assessments of health
and safety practices and working conditions of value chain partners.
15. Provide details of any corrective action taken or underway to address safety-related incidents (if any) and on significant risks/ No corrective action plan has been necessitated on the above-mentioned parameters.
concerns arising from assessments of health & safety practices and working conditions.
Aether offers a secure work environment and complies with all applicable laws and rules. The Company takes immediate actions to PRINCIPLE 4: Businesses should respect the interests of and be responsive to all its stakeholders
mitigate the safety related risks identified from internal assessments or employee grievances.In FY2023, there were zero safety-
related incidents and no grievances were received from the employees.
ESSENTIAL INDICATORS
1. Describe the processes for identifying key stakeholder groups of the entity.
ESSENTIAL INDICATORS
Aether's business operations are intertwined with the social and ecological surroundings that affect various stakeholder groups
1. Does the entity extend any life insurance or any compensatory package in the event of death of (A) Employees (Y/N), (B) Workers such as employees, customers, investors, and the community. To create value for all these stakeholder groups, the company strives
(Y/N). to maintain their trust and continuously engages with them through various channels to promote sustainability initiatives and
Yes. Aether provides group-life and group personal accident insurance to all its employees along with provident fund and gratuity. In achieve economic and ecological sustainability goals. Aether conducts thorough stakeholder analysis research to rank risks
case of death of an employee, the Company extends the proceeds under each of these benefits to family/nominee. according to their impact on business operations and influence on the company.
2. Does the entity extend any life insurance or any compensatory package in the event of death of (A) Employees (Y/N), (B) Workers The company maintains strong relationships with investors who contribute to its capital and support its commitment to value
(Y/N). creation. A customer-centric approach reflects the company's dedication to serving its customers, while sustained value creation for
The Company through its extended due-diligence undertakes appropriate steps to ensure that the value chain partners have all stakeholders demonstrates its commitment to shareholders. In addition, Aether engages with industry experts, regulatory bodies,
properly withheld and deposited statutory dues. and academic institutions, among others, to stay informed of evolving market trends.
3. Provide the number of employees/workers having suffered high consequence work-related injury/ill-health/ fatalities (as reported in 2. List of stakeholder groups identified as key for your entity and the frequency of engagement with each stakeholder group.
Q11 of Essential Indicators above), who have been rehabilitated and placed in suitable employment or whose family members have
been placed in suitable employment: Stakeholder Whether identified as Channels of communication Frequency of engagement Purpose and scope of
d) Employees None Group Vulnerable & Marginalised (Email, SMS, Newspaper, (Annually/ Half yearly/ engagement including
e) Workers None Group (Yes/ No) Pamphlets, Advertisement, Quarterly/ others key topics and
Community Meetings, – please specify) concerns raised during
4. Does the entity provide transition assistance programs to facilitate continued employability and the management of career endings Notice Board, Website), Other such engagement
resulting from retirement or termination of employment? (Yes/No)
No, Aether does not currently offer such transition support services to its workforce. However, Aether constantly up-skills its Employees No • Town hall meetings • Quarterly • Purpose & Scope of
employees through ongoing training and capability building programmes in addition to support for certification programmes. • HR portal and intranet • On-Going Engagement
Further, awareness sessions are conducted periodically to apprise the employees on sector-leading best practices for enhancing • Performance update • Regular • Assessment of
the overall core competencies of the employees, The Company is confident that these efforts assist its employees in acquiring the • Workshops, learning and • Regular effectiveness of
required skills to remain employable in the sector. training interventions learning and
• Wellnessinitiatives • Regular development
• Internal publications, • As & when required • Job security
circulars, posters, videosand • Fair remuneration
e-mails practices; equal
• Surveys • Annually employment
• Live interactive sessions by • Regular opportunities
the HR, Vertical Heads,
Managers.
165 —— Business Responsibility & Sustainability Report Aether Industries Limited 166 —— Business Responsibility & Sustainability Report Aether Industries Limited
Stakeholder Whether identified as Channels of communication Frequency of engagement Purpose and scope of Stakeholder Whether identified as Channels of communication Frequency of engagement Purpose and scope of
Group Vulnerable & Marginalised (Email, SMS, Newspaper, (Annually/ Half yearly/ engagement including Group Vulnerable & Marginalised (Email, SMS, Newspaper, (Annually/ Half yearly/ engagement including
Group (Yes/ No) Pamphlets, Advertisement, Quarterly/ others key topics and Group (Yes/ No) Pamphlets, Advertisement, Quarterly/ others key topics and
Community Meetings, – please specify) concerns raised during Community Meetings, – please specify) concerns raised during
Notice Board, Website), Other such engagement Notice Board, Website), Other such engagement
Employees • Effective performance Channel No • Meets, workshops, • Frequent and need- • Product Pricing
management and partners and conferences and forums based • Data Privacy and
recognition distributor / • One-to-one meetings Security
• Career growth Vendors • Telephonic and e- • Innovation and
• Diverse, inclusive and mail communication Digitisation
enabling work culture • Channel partner
• Work-life balance management portals
• Topics/concerns raised • Periodic visits
• Fair Workplace
• Occupational Health,
Safety and Well- Being Communities Yes • Community projects • Frequent and need- • Community
• FairPay • Employee volunteerism based Development
• TalentAttraction and • Interaction through branch • FinancialInclusion
Retention network
• Diversity and Inclusion
Customer Yes, if they qualify based on • Engagement at all stages of • Frequent and need- • Product pricing The Company engages with different stakeholder groups through various channels throughout the year to ensure effective two-
specified criteria such as product life cycle based • ESG Products and way communication. Employee-level committees report stakeholder feedback to the ESG Committee at the management level.
income, gender etc. • Multi-channel engagement Services The Board Committee on CSR & Sustainability oversees the effective implementation of consultation channels to facilitate active
mechanism - phone, digital • Health and Well-Being stakeholder engagement on material topics related to economic, environmental, and social aspects.
Aether do not identify any channel, trained customer • Innovation and
marginalised segment as relationship managers Digitisation 2. Whether stakeholder consultation is used to support the identification and management of environmental, and social topics (Yes/
the customer base • Sales, service and claims • Data Privacy and No). If so, provide details of instances as to how the inputs received from stakeholders on these topics were incorporated into
processes on digital platform Security policies and activities of the entity.
• Regular measurement of • Customer Relationship
customer satisfaction Management Aether, guided by its principles has established channels for active engagement with all stakeholder groups, which gives the
• Transparency company a competitive edge and builds brand trust. We regularly interact with critical stakeholders to ensure that our business
operations are aligned with their interests in a sustainable manner while also remaining profitable. Based on our discussions with the
investment community, we have aligned our environmental management goals with the global transition to a low-carbon economy
and have updated our policies and internal systems accordingly to reflect our commitment as a responsible business brand.
• Annually • Regular
167 —— Business Responsibility & Sustainability Report Aether Industries Limited 168 —— Business Responsibility & Sustainability Report Aether Industries Limited
3. Provide details of instances of engagement with, and actions taken to, address the concerns of vulnerable/ marginalised Workers FY2023 FY2022
stakeholder groups. Category Equal to Minimum Wage More than Minimum Wage Equal to Minimum Wage More than Minimum Wage
Total No. (B) % (B/ A) No. (C) % (C/ A) Total No. (E) % (E/ D) No. (F) % (F/ D)
At Aether, we have established an active engagement channel with the community to address any grievances related to our
(A) (D)
operations and community development programs. During the fiscal year 2022-23, No grievances were reported by various
stakeholder groups, which we promptly addressed through our grievance redressal mechanism. Permanent 609 0 0 609 100% 510 510 0 510 100%
and Non-
Permanent
PRINCIPLE 5: Businesses should respect and promote human rights Male 606 0 0 606 100% 510 510 0 510 100%
Female 3 0 0 3 100% 0 0 0 0 0%
ESSENTIAL INDICATORS
Note: The Company does not employ or engage with ‘worker’, as defined in the guidance note on BRSR, issued by SEBI.
1. Employees and workers who have been provided training on human rights issues and policy(ies) of the entity, in the following format:
Permanent 546 0 0 546 100% 423 423 0 423 100% The Company's Whistle Blower policy is available on the website, accessible at: https://aether.co.in/wp-content/uploads/2022/08/
and Non- Whistle-Blower-Policy-Vigil-Mechanism.pdf.
Permanent 5. Describe the internal mechanisms in place to redress grievances related to human rights issues.
Male 518 0 0 518 100% 400 400 0 400 100%
The Organisation has multiple policies and platforms to address the employee grievances related to human rights.These are as
Female 28 0 0 28 100% 23 23 0 23 100%
under:
a. Whistle Blower (WB) Policy: The organisation has a WB policy in place which provides all employees to an option and
opportunity to raise any issues/grievances anonymously, where the identity of the whistle blower is kept confidential. A
dedicated email ID has been created at an Organisational level, writing to which the employees can express their concerns. A
dedicated SPOC is assigned to look into all matters independently and fairly.
169 —— Business Responsibility & Sustainability Report Aether Industries Limited 170 —— Business Responsibility & Sustainability Report Aether Industries Limited
b. Prevention of Sexual Harassment Guidelines (POSH): With an aim to provide a safe and equal opportunity to both the genders, Not Applicable. During the reporting period, the Company was not involved in any instances of any such risks/ concerns.
the organisation has in place the guidelines for POSH. The Organisation aims to create awareness from time to time so that any Consequently, no corrective action was required.
untoward situation of harassment is witnessed, one can reach out to the IC Committee of the Organisation by writing to the
dedicated email ID. Employees can also reach out to theHR team alternatively to report the matter. An IC committee is formed
for each reported instance as prescribed by POSH Act to conduct investigation and take necessary action, as and when LEADERSHIP INDICATORS
required.
1. Details of a business process being modified/introduced as a result of addressing human rights grievances/ complaints.
c. Fair Appeal: The Organisation provides this unique platform to all employees to raise their grievances related to fairness of
performance management process. This platform provides every employee to appeal for any unfair or unjust evaluation of year To foster a culture of transparency and accountability, the Company has implemented a Whistleblower Policy that encourages
end appraisals with relevant facts and evidences. All such grievances are reviewed and assessed to provide fair and transparent employees to report any concerns without fear of retaliation, discrimination, or disadvantage. The employees can utilise designated
findings and resolutions to such employees. channels to report their grievances to the Chairman, the Audit Committee, or the Chief Compliance Officer. In case the employees
are dissatisfied with the resolution provided by the local HR team, they can escalate their concerns to the regional or national HR
d. Appellate Authority: In case the employee having grievance is not satisfied with the outcome of any of the investigation team. The POSH Members are responsible for addressing issues related to discrimination and its effects.
conducted or resolution provided, then one has the option of appealing against the same to theAppellate Authority of the
Organisation. 2. Details of the scope and coverage of any Human rights due diligence conducted.
6. Number of Complaints on the following made by employees and workers: All the Company’s policies and processes are pre-approved by the Board/the Board Committee/the Senior Management of the
a. Sexual Harassment None Company. Internal audits and evaluations of the Company's policies and procedures are periodically conducted. The organisation
b. Discrimination at workplace None ensures compliance with all relevant regulations at regular intervals through audits and due-diligence mechanism.
c. Child Labour None
d. Forced Labour/ Involuntary Labour None 3. Is the premise/office of the entity accessible to differently abled visitors, as per the requirements of the Rights of Persons with
e. Wages None Disabilities Act, 2016?
f. Other human rights related issues None
The offices are fully compliant with the guidelines of the Rights of Persons with Disabilities Act. The Company is also revamping
many of its other offices to make them accessible to differently abled employees in accordance with the requirements of the Rights
7. Mechanisms to prevent adverse consequences to the complainant in discrimination and harassment cases. of Persons with Disabilities Act, 2016.
To safeguard the complainant against any adverse consequences, Company maintains utmost confidentiality of the Complainant.
All related parties against whom the Complaint has been reported are sensitised of any retaliatory action against the complainant. 4. Details on assessment of value chain partners:
In case any incident of retaliation is observed or brought to notice of the management, Company takes appropriate action on the
reported matter and ensures that the complainant does not undergo adverse consequences. % of value chain partners (by value of business done with such partners) that were assessed
Sexual Harassment
8. Do human rights requirements form part of your business agreements and contracts? (Yes/No) Discrimination at Workplace
Child Labour The value chain partners of Aether are expected to adhere to all applicable rules and regulations.
Yes, various human rights principles form a part of the Company’s business agreements and contracts as and where relevant. Forced Labour/Involuntary Labour No particular evaluation of value chain partners has been done for this reporting period.
Wages
9. Assessments for the year: Others – please specify
% of your plants and offices that were assessed(by entity or statutory authorities or third parties)
5. Provide details of any corrective actions taken or underway to address significant risks/concerns arising from the assessments at
Child labour Question 4 above.
Forced/involuntary labour
Sexual harassment The business does not employ child labour, forced labour, involuntary labour, or any other sort of The offices are fully compliant with the guidelines of the Rights of Persons with Disabilities Act. The Company is also revamping
discriminatory hiring practices. Aether complies with all relevant legal requirements. However, many of its other offices to make them accessible to differently abled employees in accordance with the requirements of the Rights
Discrimination at workplace of Persons with Disabilities Act, 2016.
during the reporting period, no external audits were carried out.
Wages
Others – please specify
10. Provide details of any corrective actions taken or underway to address significant risks/concerns arising from the assessments at
Question 9 above.
171 —— Business Responsibility & Sustainability Report Aether Industries Limited 172 —— Business Responsibility & Sustainability Report Aether Industries Limited
PRINCIPLE 6: Businesses should respect and make efforts to protect and restore the environment *Aether, has recognized the critical role of water in sustainable development and is actively working to expand its capabilities in this
area. One of Aether's key initiatives is to collaborate with water utilities, governments, and other stakeholders to collect and analyze
LEADERSHIP INDICATORS water data. By doing so, they aim to develop a better understanding of water resource availability, quality, and usage patterns, and
identify opportunities for improving water management and conservation practices. Overall, Aether's water initiatives demonstrate
1. Details of total energy consumption (in Joules or multiples) and energy intensity, in the following format: their commitment to sustainable development and environmental stewardship. With their focus on data-driven decision-making
Parameter Unit FY2023 FY2022 and innovation, they are well-positioned to support the water sector and drive progress towards a more sustainable future.
Total electricity consumption (A) TJ 107.82 186 • Note: Indicate if any independent assessment/evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency.
Total fuel consumption (B) TJ 329 329
No, the Company did not carry out any independent assurance for above disclosures in FY2023.
Energy consumption through other sources (C) TJ NA NA
Total energy consumption (A+B+C) TJ 515 437
4. Provide details of the following disclosures related to water, in the following format:
Total energy 0.77 0.73
consumption in Aether's commitment to ZLD reflects its broader commitment to sustainability and environmental stewardship. By adopting
Energy intensity per rupee of turnover innovative approaches to water management, they are setting an example for other companies and demonstrating the potential for
TJ /turnover in
(Total energy consumption/turnover in rupees) businesses to play a positive role in addressing environmental challenges.
rupees in Crores
Overall, Aether's achievement of zero liquid discharge is a significant accomplishment that reflects their commitment to sustainable
Energy intensity per employee Total energy 0.943 0.800 development and responsible business practices.
(Total energy consumption/ Nb of employees) consumption in
TJ / Nb of employees
5. Please provide details of air emissions (other than GHG emissions) by the entity, in the following format:
• Note: Indicate if any independent assessment/evaluation/assurance has been carried out by an external agency? (Y/N) If yes, Parameter Unit FY2023 FY2022
name of the external agency.
No, the Company did not carry out any independent assurance for above disclosures in FY2023. NOx mg/Nm3 Not Monitored Not Monitored
SOx mg/Nm3
2. Does the entity have any sites/facilities identified as designated consumers (DCs) under the Performance, Achieve and Trade (PAT) Particulate matter (PM)
Scheme of the Government of India? (Y/N) If yes, disclose whether targets set under the PAT scheme have been achieved. In case Persistent organic pollutants (POP)
targets have not been achieved, provide the remedial action taken, if any. Not applicable. Volatile organic compounds (VOC)
Hazardous air pollutants (HAP)
3. Provide details of the following disclosures related to water, in the following format: Others - please specify
Water intensity (optional) – the relevant metric may be selected by the entity - -
6. Please provide details of air emissions (other than GHG emissions) by the entity, in the following format:
173 —— Business Responsibility & Sustainability Report Aether Industries Limited 174 —— Business Responsibility & Sustainability Report Aether Industries Limited
Parameter Unit FY2023 FY2022 For each category of waste generated, total waste disposed by nature of disposal method (in metric tonnes)
Category of Waste FY 22-23
Total Scope 1 emissions (Break-up of the GHG into Metric tonnes of CO2 44,839.58 Not accounted
CO2, CH4, N2O, HFCs, PFCs, SF6, NF3, if available) equivalent (i) Incineration 1,501.36
(ii) Landfilling 1,246.34
Total Scope 2 emissions (Break-up of the GHG into Metric tonnes of CO2 16,402.58 40,806.50 (iii) Other disposal operations
CO2, CH4, N2O, HFCs, PFCs, SF6,NF3, if available) equivalent
Total 2,747.70
Total Scope 1 and Scope 2 emissions per rupee of turnover Metric tonnes of CO2 92.14 69.16
9. Briefly describe the waste management practices adopted in your establishments. Describe the strategy adopted by your
equivalent per rupees in
Company to reduce usage of hazardous and toxic chemicals in your products and processes and the practices adopted to manage
Crores
such wastes.
Total Scope 1 and Scope 2 emission intensity (optional)– the Metric tonnes of CO2 112,16 74.74
relevant metric may be selected by the entity equivalent per employee By adopting certain best waste management practices, we are able to reduce our environmental impact, conserve valuable
resources, and promote sustainability in our operations. We are committed to continuing to improve our waste management
practices and exploring new opportunities to reduce our environmental footprint.
• Note: Indicate if any independent assessment/evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency.
No, the Company did not carry out any independent assurance for above disclosures in FY2023. 10. If the entity has operations/offices in/around ecologically sensitive areas (such as national parks, wildlife sanctuaries, biosphere
reserves, wetlands, biodiversity hotspots, forests, coastal regulation zones etc.) where environmental approvals/clearances are
required.
7. Does the entity have any project related to reducing Green House Gas emission? If Yes, then provide details.
No, the Company does not have any offices/sites near or in ecologically sensitive areas. All offices/sites, however, are have the
The Company is progressing towards adopting sustainable business practices and transitioning to low environmental footprint.The
necessary building legal permits and are in compliance with local municipal regulations.
Company has implemented organisational-wide initiatives to cut energy use by utilising videoconferencing, energy- efficient
lighting and workstations, and educating employees about energy conservation. The Company conducts energy audits to identify
potential energy saving initiatives. 11. Details of environmental impact assessments of projects undertaken by the entity based on applicable laws, in the current financial
year:
8. Provide details related to waste management by the entity, in the following format: Not Applicable owing to the nature of the business.
175 —— Business Responsibility & Sustainability Report Aether Industries Limited 176 —— Business Responsibility & Sustainability Report Aether Industries Limited
2. Provide details related to water discharged: 7. Does the entity have a business continuity and disaster management plan? Give details in 100 words/web-link.
Aether, has recognized the critical role of water in sustainable development and is actively working to expand its capabilities in this Yes, Aether has a comprehensive Business Continuity Management (BCM) policy and a strong BCM plan to mitigate the impact of
area. One of Aether's key initiatives is to collaborate with water utilities, governments, and other stakeholders to collect and analyze unforeseen events or uncertainties. The Board-approved policy outlines the general guidelines for recovering and restoring
water data. information, resuming operations, and maintaining business continuity during various incidents caused by natural disasters,
technological issues, human error, and pandemics. As disruptions can happen at any moment, the Company has developed a
By doing so, they aim to develop a better understanding of water resource availability, quality, and usage patterns, and identify BCM plan to mitigate the adverse effects of operational risks, including business disruption and system failures.
opportunities for improving water management and conservation practices. Overall, Aether's water initiatives demonstrate their
commitment to sustainable development and environmental stewardship. With their focus on data-driven decision-making and 8. Disclose any significant adverse impact to the environment, arising from the value chain of the entity. What mitigation or adaptation
innovation, they are well-positioned to support the water sector and drive progress towards a more sustainable future. measures have been taken by the entity in this regard.
• Note: Indicate if any independent assessment/evaluation/assurance has been carried out by an external agency? (Y/N) If yes, Given the nature of business, there were no reported negative impacts from the Company’s activities on the environmental
name of the external agency. resources.
No, the Company has not undertaken any evaluation for the above disclosures in FY2023.
9. Percentage of value chain partners (by value of business done with such partners) that were assessed for environmental impacts.
3. Water withdrawal, consumption and discharge in areas of water stress (in kilolitres):
The Company actively engages with the value-chain partners for communicating the sustainability goals. In addition, the Company
• Note: Indicate if any independent assessment/evaluation/assurance has been carried out by an external agency? (Y/N) If yes, has also aligned its sustainability objectives in line with the interest of the critical stakeholder groups. The Company did not take up
name of the external agency any assessments for evaluating the environmental impacts of the value chain partners. However, Aether has expressly stated the
No, the Company has not undertaken any assessment for the above disclosures in FY2023. compliance to the statutory laws and regulations in business contracts/agreements.
4. Please provide details of total Scope 3 emissions & its intensity, in the following format:
PRINCIPLE 7: Businesses, when engaging in influencing public and regulatory policy, should do so in a
Parameter Unit FY2023 FY2022
manner that is responsible and transparent
Total Scope 3 emissions* (Break-up of the GHG into CO2,CH4, Metric tonnes of - 70,429.52
N2O, HFCs, PFCs, SF6, NF3, if available) CO2 equivalent ESSENTIAL INDICATORS
Total Scope 3 emissions per rupee of turnover in Crores Metric tonnes of - 105.1
CO2 equivalent 1. a. Number of affiliations with trade and industry chambers/associations.
Aether is a member of 3 trade and industry chamber/association.
Total Scope 3 emission intensity (optional) – the relevant metric may be - - 128.0
selected by the entity b. List the top 10 trade and industry chambers/associations (determined based on the total members of such body) the entity is a
member of/affiliated to.
• Note: Indicate if any independent assessment/evaluation/assurance has been carried out by an external agency? (Y/N) If yes,
name of the external agency Name of the trade and industry chambers/associations Reach of trade and industry chambers/ associations
No, the Company has not undertaken any assessment for the above disclosures in FY2023. (State/National)
Chemexil National
5. With respect to the ecologically sensitive areas reported at Question 10 of Essential Indicators above, provide details of significant Indian Chemical Council National
direct & indirect impact of the entity on biodiversity in such areas along with prevention and remediation activities. The South Gujarat chamber of Commerce State / Local
Not Applicable, as the Company does not have any offices/sites near or in ecologically sensitive areas.
2. Provide details of corrective action taken or underway on any issues related to anticompetitive conduct by the entity, based on
6. If the entity has undertaken any specific initiatives or used innovative technology or solutions to improve resource efficiency, or adverse orders from regulatory authorities.
reduce impact due to emissions/effluent discharge/waste generated, please provide
During the reporting period, the Company was not involved in any instances of anti-competitive behaviour. Consequently, no
Initiative undertaken Details of the initiative Outcome of the initiative corrective action was required.
Procurement of Renewable Energy Aether is procuring renewable energy for operation Total Renewable Electricity
Consumption = 9,188.01 MWh LEADERSHIP INDICATORS
Total emissions avoided = 7,258.52
tCO2 1. Provide details of corrective action taken or underway on any issues related to anticompetitive conduct by the entity, based on
adverse orders from regulatory authorities. None, in this Year.
177 —— Business Responsibility & Sustainability Report Aether Industries Limited 178 —— Business Responsibility & Sustainability Report Aether Industries Limited
Aether actively engages in the public policy advocacy to strengthen the policy and governance framework in the sector. The 3. Details of the benefits derived and shared from the intellectual properties owned or acquired by your entity (in the current financial
Company also offers its knowledge and insights to help address social and regulatory issues. Through trade organisations and year), based on traditional knowledge. Not Applicable.
associations, the Company offers expertise to shape public policy in various areas of governance, finance, social development
among many others.
4. Details of corrective actions taken or underway, based on any adverse order in intellectual property related disputes wherein usage
of traditional knowledge is involved. Not Applicable.
PRINCIPLE 8: Businesses should promote inclusive growth and equitable development
5. Details of beneficiaries of CSR Projects:
ESSENTIAL INDICATORS a. Education infrastructure construction of hostel and school buildings in tribal and remote area.
• No. of persons benefited from CSR Projects? +600 students.
1. Details of Social Impact Assessments (SIA) of projects undertaken by the entity based on applicable laws, in the current financial • % of beneficiaries from vulnerable and marginalised groups. 100%
year. Not Conducted
In the context of Corporate Social Responsibility (CSR) projects, we understand that SIA plays a critical role in ensuring that the
intended benefits are delivered to the targeted communities and that any potential negative impacts are identified and addressed. PRINCIPLE 9: Businesses should engage with and provide value to their consumers in a responsible
We shall conduct the same in the current year. manner
ESSENTIAL INDICATORS
2. Provide information on project(s) for which ongoing Rehabilitation and Resettlement (R&R) is being undertaken by your entity, in the
following format: 1. Describe the mechanisms in place to receive and respond to consumer complaints and feedback.
Not Applicable, owing to the nature of business. To ensure timely and effective settlement of complaints, Aether has devised a thorough escalation process for its customers which
is also disclosed in the Company's website for better accessibility. The clients can use a 3-step process to voice their concerns:
3. Describe the mechanisms to receive and redress grievances of the community.
• The customer can file their grievances via a variety of channels, including emails, toll-free phones, complaint letters, etc.
Aether has a well-defined grievance mechanism in place to understand and resolve complaints from all its stakeholders. The • The customer can send an email to the Deputy Vice President of Customer Support directly if they are dissatisfied with the
Company encourages the community members to report their grievances or concerns to the NGO partners. The Company works resolution offered.
closely with the NGO partners for addressing the grievances and initiating appropriate actions. • The customer may send an email directly to the head of customer support if he or she is still unsatisfied with the solution
offered.
4. Describe the mechanisms to receive and redress grievances of the community. Customer experience and satisfaction have significantly improved as a result of the Company's ongoing efforts to streamline
operations, introduce pertinent products and digital technologies, and progress digital technology to decentralise solutions.
Not Applicable, owing to the nature of business.
2. Turnover of products and/services as a percentage of turnover from all products/service that carry information about:
LEADERSHIP INDICATORS
Not Applicable, owing to the nature of business.
1. Provide details of actions taken to mitigate any negative social impacts identified in the Social Impact Assessments (Reference:
Question 1 of Essential Indicators above):
3. Number of consumer complaints in respect of the following:
No social impacts were identified from SIA studies.
Data privacy None
Advertising None
2. Provide the following information on CSR projects undertaken by your entity in designated aspirational districts as identified by Cyber-security None
government bodies:
Delivery of essential services None
Aether did not undertake any CSR initiatives in aspirational districts identified by the governing bodies. Restrictive Trade Practices None
a. Do you have a preferential procurement policy where you give preference to purchase from suppliers comprising marginalised/ Unfair Trade Practices None
vulnerable groups? (Yes/No): Yes, the Company has a preferential procurement policy. Other None
b. From which marginalised/vulnerable groups do you procure? Not Applicable For FY 2022-23, Aether has not reported any grievances with respect to Unfair Trade Practices.
c. What percentage of total procurement (by value) does it constitute? Not Applicable.
179 —— Business Responsibility & Sustainability Report Aether Industries Limited 180 —— Business Responsibility & Sustainability Report Aether Industries Limited
4. Details of instances of product recalls on account of safety issues: 3. Mechanisms in place to inform consumers of any risk of disruption/discontinuation of essential services.
• Voluntary recalls No Instances
• Forced recalls No Instances Owing to our robust business continuity plans, we, at Aether, strive to avoid any major disruption in our business. Also, the
Company notifies consumers of any potential interruption or discontinuance of critical services in writing, along with any connected
justification. When a product or service is discontinued, the Company makes sure that its customers are informed through a variety
5. Does the entity have a framework/policy on cyber security and risks related to data privacy? (Yes/No) If available, provide a web-link of channels.
of the policy.
Yes, Aether has a structured information and cyber security framework which ensures security and data privacy by establishing 4. Does the entity display product information on the product over and above what is mandated as per local laws? (Yes/No/Not
thorough management processes throughout the organisation. The Company has a strongInformation and Cyber-Security (ICS) Applicable) If yes, provide details in brief. Did your entity carry out any survey with regard to consumer satisfaction relating to the
policy that has been authorised by the Board and is in accordance with the IRDAI cyber-security requirements and international ISO major products/services of the entity, significant locations of operation of the entity or the entity as a whole? (Yes/No)
standards.
Yes, we, at Aether, have always believed in being transparent with our stakeholders by providing all the relevant details and
These systems and procedures and the security standard for cloud computing adhere to ISO 27001 2013, the information security necessary information. We also display important Circulars and GRO contact details in each office. Also all product related details,
management system. This assists the business in identifying and quickly eliminating any threats to its network, application, and features, FAQs along with Grievance mechanism is displayed on our website. Customers can get help from the Company on how to
infrastructure. take advantage of specific risk-minimisation measures.
Technological and process controls are implemented to ensure protection from and response to potential cyber risks in line with the Yes, we also continuously conduct satisfaction surveys to seek feedback from our customers at various stages starting from the
leading cyber security guidelines and IRDAI mandate. Aether evaluates and implements various security technologies and solutions time of purchasing product. This feedback is used to improve systems, processes and enable us to better focus on training and
to help address cyber risks through a risk-based approach. development and also enhance customer experience.
The administration, application, and efficacy of the cyber-security policy are all monitored by a team of independent internal
auditors. Additionally, a competent third-party performs an Independent Assurance Audit each year to assess if these policies are 5. Provide the following information relating to data breaches:
adequate in light of regulatory bodies' requirements.
a. Number of instances of data breaches along with impact: NIL
The policy is maintained on the organisation's intranet and is accessible to all the internal stakeholders. b. Percentage of data breaches involving personally identifiable information of customers: NIL
6. Provide details of any corrective actions taken or underway on issues relating to advertising, and delivery of essential services;
cyber security and data privacy of customers; re-occurrence of instances of product recalls; penalty/action taken by regulatory
authorities on safety of products/services.
Aether being a responsible brand has all the systems and processes in place to adhere to the fair trade practices. The IT
infrastructure is extremely strong and is continuously updated to ensure highest level of data security. No complaints regarding
advertising, the provision of essential services, cyber security and customer data privacy, the recurrence of product recalls, or
penalties or actions taken by regulatory authorities over the safety of goods or services were received during the reporting period.
LEADERSHIP INDICATORS
1. Channels/platforms where information on products and services of the entity can be accessed (provide web-link, if available).
We, at Aether, strive to provide a holistic & uniform service experience across all touch points/life cycle stages to our customers.
While we are transforming our business to paperless operations, we have also introduced innovative channels for our customers to
reach out to us through website.
2. Steps taken to inform and educate consumers about safe and responsible usage of products and/or services.
Aether takes huge steps to engage with its customers to appropriately inform them regarding the product. The awareness policy
that the Company has implemented outlines the customer rights.
181 —— Business Responsibility & Sustainability Report Aether Industries Limited 182 —— Business Responsibility & Sustainability Report Aether Industries Limited
:
Management Discussion
& Analysis Report
Management Discussions / Analysis Report
Summary of the primary business of the Company As of March 31, 2023, our product portfolio comprised over 28 products. According to Frost & Sullivan, in CY2020, we were the sole
We are a speciality chemical manufacturer in India producing advanced intermediates and speciality chemicals involving complex and manufacturer in India of 4MEP, MMBC, T2E, OTBN, NODG, DVL and Bifenthrin Alcohol. (Source: F&S Report, May 2022, Prospectus of
differentiated chemistry and technology core competencies. Our business started in 2013, with a vision to create a niche in the global Aether Industries Limited). According to the F&S Report based on Frost & Sullivan Primary Research & Analysis, in 2020, we were (i) the
chemical industry. In our first phase through Fiscal Year 2017, we focused on building our team and infrastructure and on our R&D biggest manufacturer of 4MEP globally in terms of production volume and the only manufacturer of this product in India, (ii) the largest
centred around building our core competencies. Revenue generation commenced with our second phase in Fiscal Year 2018. The manufacturer of HEEP in India and globally in terms of production volume, (iii) the largest manufacturer of NODG globally in terms of
Company has been growing year on year since Fiscal 2018, whereby the CAGR growth in revenues is 43.6% between Fiscal Year production volume and the only manufacturer of this product in India and (iv) the biggest manufacturer of T2E globally in terms of
2018 to Fiscal Year 2023. production volume and the only manufacturer of this product in India. (Source: F&S Report, May 2022, Prospectus of Aether Industries
Limited).
Summary of Industry We specialize in products based on an intricate marriage of complex chemistries and technology core competencies. Examples of our
From CY2020 to CY2025, the speciality chemical market is expected to grow globally by CAGR of 6.2% and in India by CAGR of 5.2% chemistry core competencies include Grignards, organolithium and other organometallic chemistry, ethylene oxide and isobutylene
(Source: F&S Report, Prospectus of Aether Industries Limited). This growth is expected to be led by sustained demand in end-use chemistry, hydrogenation, catalysis (homogeneous /heterogeneous), cross coupling chemistry and metathesis/polymerization
customer segments for our intermediate and speciality chemical products, which are experiencing consumption-led growth in India chemistry. Examples of our technology core competencies include continuous reaction technology, high pressure reaction technology,
and key global markets. For example, from CY2020 to CY2025, agrochemicals and fertilisers speciality chemical segment in India is fixed bed reaction technology, distributed control system (“DCS”) process automation and high vacuum distillation technology (wiped
forecasted to grow from $ 32.9 billion to $53.3 billion, and the pharmaceuticals speciality chemical segment from $ 16.6 billion to $ film/short path). By our focus on core competencies, we have developed a chemistry and technology oriented sales vision, as
28.5 billion respectively (Source: F&S Report, May 2022, Prospectus of Aether Industries Limited). compared to a product and industry oriented sales vision.
The Indian chemical industry plays a pivotal role in contributing to the economy of the country, accounting for approximately 7 per cent Our products are advanced intermediates and speciality chemicals that occupy a position in the chemical industry value chain
of GDP and is expected to reach USD304 billion by 2025, up from USD178 billion in 2021 (Source: Chemical Sector in India rows by between commodity chemicals and final actives and formulations with our products more closely aligned to the higher value range,
leaps and bounds, Livemint, June, 2022) .The industry continues to remain an attractive hub for opportunities for both domestic and further away from the commodities and closer towards the final active part of the value chain. According to Frost & Sullivan, the
multinational manufacturers. Specialty chemicals segment comprises a significant portion of India‘s chemical industry. With rising Company is known to have strong market positioning in complex intermediates where global competition is intense. (Source: F&S
demand for value-added products by both domestic consumption and exports, the industry has experienced a significant increase Report, May 2022). The average selling price of all our products in Fiscal Year 2023 was ₹1,766.25 per kg. We have been focused on
from end-user segments such as the food industry, automobile industry, real estate, clothes and cosmetics, among other industries. developing high value products. Our products find application in a number of therapeutic segments in the pharmaceuticals industry
Additionally, the Indian specialty chemicals industry is also expected to outpace China, Japan and the rest of the world. including hypertension, anti-platelet, anti-psychotic, anti-histamine, non-steroidal anti-inflammatory drugs (“NSAIDs”), antiretroviral to
treat HIV/AID, anti-epileptic, anti-convulsant and many more.
The Indian specialty chemicals industry has expanded exponentially in recent years. It represents 22 per cent of India‘s overall
chemicals and petrochemicals market and is valued at $ 32 billion. The industry is anticipated to reach USD64 billion by 2025 at a Our products also find application in various other industries like pharmaceuticals, agrochemicals, material science, coatings, high
CAGR of 12.4 per cent (Source: Indian Specialty Chemicals, Yes Securities, January 2022). performance photography, additives, oil & gas and many more. Most of our advanced intermediates and speciality chemicals product
portfolio was developed for the first time in India and constitute 100% import substitution, thus furthering the “Make in India” or “Atma-
Overview Nirbharta” campaigns of the Government of India. For example, 4MEP, T2E, MMBC, NODG, BFA, OTBN and DVL were 100% imported
We are a speciality chemical manufacturer in India focused on producing advanced intermediates and speciality chemicals involving into India from China four years ago and now we are selling these products to Chinese customers.
complex and differentiated chemistry and technology core competencies. Our business was started in 2013 with a vision to create a
niche in the global chemical industry with a creative approach towards chemistry, technology and systems that would lead to Our sales of our advanced intermediates and speciality chemicals products are predominantly conducted on a business-to-business
sustainable growth. In the first phase of our development through Fiscal Year 2017, we focused on building our team and infrastructure basis both in India and internationally. A majority of our products are exported internationally, and we sell our products in 22 countries,
and on our R&D centred around building our core competencies. Our revenue generation operations commenced with our second including Italy, Spain, Germany, the United State, India, Netherlands and other parts of the world. Our revenue from exports (including
phase in Fiscal Year 2018. The Company has been growing year on year since Fiscal Year 2018, whereby the CAGR growth in deemed exports and SEZ Sales) have grown at CAGR of 84.2% from ₹ 390 MM in Fiscal Year 2018 to ₹ 4,495 MM in Fiscal Year 2023.
revenues is 43.64% between Fiscal Year 2018 to Fiscal Year 2023.
The foundation of our Company is our in-house research and development capabilities. Our chemistry and technology core
We are focused on the core competencies model of chemistry and technology. Most of the chemical companies usually have a single competencies and all of our products have been developed by our own R&D team, scaled up in our Pilot Plant, and launched into
or a couple of chemistry competencies for their entire product portfolio; however, we have eight chemistry competencies to use for production employing in-house design and engineering. We have dedicated in-house R&D Facilities and Pilot Plant at our
our wide array of products, which enables us to cater to niche and advanced intermediate requirements of a wider range of end- Manufacturing Facility 1 at Sachin in Surat, Gujarat. Our R&D Facilities are dedicated to the development of our pipeline and next
products and applications. All these competencies have been developed in-house, which is one of the core strengths of our R&D generation products as well as to our CRAMS customers As of March 31, 2023, we had a specialized R&D team of 233 (March 31,
team. 2022: 164) scientists and engineers including 111 (March 31, 2022: 92) scientists (with PhDs or Master of Science degrees) and 122
(March 31, 2022: 72) chemical engineers. Our R&D Facilities are equipped with laboratories engaged in process development, process
We have three business models under which we operate: (i) Large Scale Manufacturing (“LSM”) of our own intermediates and innovation and technology development, which assists us in pursuing efficiencies from the initial conceptualization up to
speciality chemicals; (ii) Contract Research and Manufacturing Services (“CRAMS”) and (iii) Contract / Exclusive Manufacturing (“C/E commercialization of a product. According to Frost & Sullivan, our strategic investments in R&D have been critical to our success and a
M”). We are among the few Indian specialty chemical companies to have successfully launched these three separate business models differentiating factor for us to attain leading market positions for certain products. In the Fiscal Year 2023, we have expanded our R&D
in just 5 years into commercial manufacturing. We have a nuanced criteria for choosing our products based on their chemical facilities by three times, taking the fume hoods used (for various experiments / reactions) from mere 17 till March 31, 2022 to 55 fume
complexity, niche applications, limited competition, scalability and commercial potential. hoods and hence, increasing the number of experiments / reactions we can do to 110 plus per day.
Using these criteria, we developed, and continue to develop, advanced intermediates and speciality chemicals products having We have a state-of-art Pilot Plant, which is a vital link between R&D and large scale production. We have one of the largest pilot plants
applications in the pharmaceutical, agrochemicals, material science, coatings, high performance photography, additives and oil & gas in the world with more than 100 reactors installed, for both batch as well as continuous reaction technology.
segments of the chemicals industry.
185 —— Management Discussion / Analysis Report Aether Industries Limited 186 —— Management Discussion / Analysis Report Aether Industries Limited
Our Pilot Plant has a dual functionality; it functions to generate critical scale-up data in the transition from R&D to production to help Summary of Contingent Liabilities Summary of Related Party Transactions
eliminate issues at full production scale; and it also functions as a stand-alone manufacturing facility for low volume, high value
products for our CRAMS customers Our Pilot Plant encompasses a wide range of reactor and downstream equipment, in both
continuous and batch regimes, across the entire range of scale-up volumes, metallurgy, and process parameters and is automated In ₹ MM As of March 31, 2023 Nature of Transactions FY 2023 FY 2022
through DCS process automation. A unique section in our Pilot Plant is the continuous reaction and flow technology plant, housing
pilot scale equipment for continuous and flow reactors and continuous downstream equipment. Just like the R&D expansion, we have Bank Guarantees Issued for: Rent Paid ₹ 6.00 ₹ 9.60
also expanded our Pilot Plant capacities also three times in Fiscal Year 2023. Customs ₹ 8.89 Loans Accepted -₹ 149.20 ₹ 23.50
Gujarat Gas Ltd. ₹ 20.71 Managerial Remuneration ₹ 67.25 ₹ 58.50
We have three sites at Sachin in Surat (Gujarat, India). Our Manufacturing Facility 1 is an approximately 3,500 square meters facility DGVCL ₹ 47.40 Purchase of Consumables ₹ 0.06 ₹ 0.08
including our R&D Facilities, our analytical sciences laboratories, our Pilot Plant, our CRAMS facility and our hydrogenation facility. Our
Manufacturing Facility 2 spans approximately 10,500 square meters and acts as a large scale manufacturing facility with an installed Total Margin for above items ₹ 14.37 Purchase of Material for Building & ₹ 14.81 ₹ 9.88
capacity of 6,096 MT per annum (for our solvent recovery plant (“SRP Plant”): 13,140 MT) distributed among three buildings that host Raw Material LC - Structure
16 production streams (and one SRP Plant Stream). Our capacity utilization was 70.98% (March 31, 2022: 77.5%) [for our SRP Plant: Raw Material FLC (in US $ MM) $ 1.10 ETP Expenses ₹ 47.23 ₹ 49.01
69.44% (March 31, 2022: 77.6%)] in Fiscal Year 2023. Our Manufacturing Facility 3 spans approximately 5,250 square meters, which Total Margin for above items ₹ 8.94 Salary ₹ 5.41 ₹ 10.52
has been commissioned in January 2023, funded from the IPO (done in June 2022) funds, which has an installed capacity of 3,500
Income Tax Demands: CSR Activities ₹ 2.10 ₹ 7.85
MT per annum. All three facilities are automated with DCS process automation, and built to the high standards of technology,
engineering and automation. All the facilities are in close proximity to the Hazira Port and JNPT Port, which helps us save freight costs AY 2017-18 (PY 2016-17) ₹ 0.15 Sitting Fees ₹ 3.04 ₹ 2.52
for our exports. AY 2018-19 (PY 2017-18) ₹ 0.94 Charity ₹ 0.60 ₹ 0.00
AY 2020-21 (PY 2019-20) ₹ 1.00 Investments ₹ 0.50 ₹ 0.00
Our operations at Manufacturing Facility 2 have ISO 9001: 2015, ISO 14001 2015, ISO 45001 2018, ISMS 27001 2013 and Indian GMP
certification. In August 2021, we had commenced construction of a new manufacturing facility (Manufacturing Facility 3) at Sachin, Note : Note :
which has become operational in January 2023, with the launch of three out of the five products to be launched there. We have
1. All the contingent liabilities, except Income Tax Demands, are not 1. For details of the related party transactions and as reported in the Financial
already procured lands for Site 4, the size of which has increased from 8,000 square meters (as mentioned in our Prospectus for IPO) 100% secured through cash margins placed with banks. The banks Statements, please see the section entitled “Financial Reports”.
to 18,000 square meters and currently the merger formalities are being done for the same. Both these new Manufacturing Facilities (3 require 15% margin money on bank guarantees and 15% margin
and 4) are within a short distance from our Manufacturing Facility 2. We have also in Fiscal Year 2022, procured plot of land at Panoli money on LC facilities.
GIDC, Bharuch District, Gujarat, which is approximately 1,25,000 plus Sq. Mtrs. and will be utilised for future expansion by the 2. The Income Tax Demands are under appeal by the Company and
Company. the outcome of the same is not known and hence the demand
amount has been considered as contingent liability.
In addition to R&D and manufacturing of own products (our first business model), we engage in contract research and manufacturing
services (CRAMS, our second business model), which are the research and technology services that customers outsource to us and
include contract research, pilot scale-up services, contract manufacturing, FTE services, technology development and process Issue of Equity Shares for consideration other than cash
development and optimisation. Our CRAMS customers work jointly with our scientists and engineers, and we execute their projects in
our R&D Facilities, analytical sciences laboratories, and our Pilot Plant. Molecules developed in our CRAMS business for our customers Except for the bonus allotment made on November 17, 2021, our Company has not issued any Equity Shares, for consideration other
have the potential to convert into regular commercial supplies and become large scale manufacturing products for our Company. The than cash.
CRAMS business model also enables our dialogue and discussions with the top technical teams and leadership (CTOs), technical
directors and technical vice presidents) of our customers, opening up future contract manufacturing opportunities. Split / Consolidation of Equity Shares
Our Company has not undertaken a split or consolidation of the Equity Shares.
Exemption from complying with any provisions of securities laws, if any, granted by SEBI
Our Company has not made any application under Regulation 300(1)(c) of the SEBI ICDR Regulations for seeking exemption from
complying with any provisions of securities laws.
187 —— Management Discussion / Analysis Report Aether Industries Limited 188 —— Management Discussion / Analysis Report Aether Industries Limited
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Our Market Opportunity 2. Supply chain de-risking driven by China downturn
China’s chemicals market has seen a downturn in recent years due to various factors:
Growth in Speciality Chemical Market
From CY 2020 to CY 2025, the global chemicals market is expected to grow at a CAGR of 6.2% and the India • Stringent environmental norms: The tightening of environmental protection norms in China since January 2015 resulting in increase
Speciality chemical market at a CAGR of 11.2%, according to Frost & Sullivan. The following table sets forth in operating costs, closure and relocation of manufacturing facilities. (Source: F&S Report, May 2022, Prospectus of Aether
the size in CY 2020 of the global chemical market, global speciality chemical market and the Indian speciality Industries Limited).
chemical market and the expected growth in these markets forecast for CY 2025.
• Rising cost of labour: The labour cost (hourly cost of compensation) in China was lower than that of India till 2007. However, over
2005-2015, the average labour cost in China increased nearly 19-20% CAGR, against 4-5% CAGR in India. (Source: F&S Report,
May 2022, Prospectus of Aether Industries Limited).
• While these may not be permanent trends, these will involve significant costs of production for Chinese companies, enabling India
Market CY 2020 CY 2025 CAGR (2020-25) to significantly strengthen its position in the global supply chain and position itself as a viable alternative for global players seeking a
Global Chemical Market $5,027 billion $6,780 billion 6.2% de-risked supply chain while containing sourcing costs. (Source: F&S Report, May 2022, Prospectus of Aether Industries Limited).
The downturn observed in China’s speciality chemicals industry is serving as an opportunity for Indian manufacturers, who have
Global Speciality chemical Market $847 billion $1,090 billion 5.2%
now gained a cost advantage over their Chinese counterparts. (Source: F&S Report, May 2022, Prospectus of Aether Industries
India Speciality Chemical Market $87 billion $148 billion 11.2% Limited).
(Source: F&S Report, May 2022, Prospectus of Aether Industries Limited).
3. Accelerated R&D and capital expenditure
According to Frost & Sullivan, India’s R&D capabilities and the long-term relationships that the domestic Indian chemical companies
Factors driving the growth in the Indian Speciality Chemicals market have forged with their customers are key to the growth of Indian chemical companies. (Source: F&S Report, May 2022, Prospectus
of Aether Industries Limited). The sector is witnessing accelerated capital expenditure and investment in R&D to build product
The following factors are driving growth in the India Speciality Chemicals market
development capabilities. Growth in the Specialty Chemical segment is driven by strong domestic demand and increased demand
1. Growth in End Use Segments from overseas markets, which has been reinforced by major global economies adopting the China +1 policy. Many companies are
According to Frost & Sullivan, the speciality chemicals industry in India is driven by both domestic seeing high growth, but due to margin pressure results have been poor and as a consequence stocks are taking a beating (Source:
consumption and exports. The following table sets forth the size in CY2020 of the segments of the Indian Smallcase Technologies Private Limited 23 Mar, 2023).
speciality chemical market and the expected growth in these segments forecast for CY 2025.
4. GoI support and “Make in India” campaign
The GoI is providing support through production linked incentive (“PLI”) scheme and other schemes and competitive tax rates.
Further, the “Make in India” campaign is also expected to add impetus to the emergence of India as a manufacturing hub for the
chemicals industry in the medium term. Through incentives, subsidies and grants under this campaign, Indian companies could
gain further ground as companies would want to reduce dependence on China after the COVID-19 pandemic and shift their supply
India Speciality Chemical Segments CY 2020 CY 2025 (forecast) chains.
IN US $ BILLIONS
5. Availability of feedstock
Agrochemicals & Fertilizers 32.9 53.3 The GoI has encouraged companies to set up capacities in petroleum, chemicals, and petroleum investment regions (PCPIR) by
Pharmaceuticals (API) 16.6 28.5 demarcating special zones to aggregate feedstock demand. PCPIRs are expected to boost chemicals manufacturing, to the extent
DGVCL 8.7 14.9 that it is sufficient to meet domestic as well as export demand.
Paints & Coatings Additives 6.4 10.7
6. Improved safety, health and environment compliance and “Green chemistry”
Home Care Ingredients 3.8 6.5 India like China also faces threat from environmental concerns and tighter norms. Over the years, Indian chemicals players have
Personal Care Ingredients 1.3 2.2 invested in safety health & environment (SH&E) to ensure plant sustainability. Further, the concept of Green Chemistry in India is
evolving. The rising pollution and harm caused to water bodies owing to emission of harmful chemical effluents into water is leading
Textile Chemicals 2.2 3.5
to rise in concern of sustainability. The pharmaceutical industry was among the first to embrace Green Chemistry for its significant
Water Treatment Chemicals 2.1 3.1 potential to reduce costs and risks.
Flavours & Fragrances Ingredients 2.0 3.7
Construction/Infratech Chemicals 1.2 1.9 Our Strengths
Others 9.9 19.5 We believe that we possess a number of competitive strengths, which enable us to successfully execute our business strategies,
Total 87.0 148.0 including the following:
(Source: F&S Report, May 2022, Prospectus of Aether Industries Limited). Differentiated portfolio of market-leading products
The table below sets forth 8 of our products, their application, our market position globally and in India, product launch year:
189 —— Management Discussion / Analysis Report Aether Industries Limited 190 —— Management Discussion / Analysis Report Aether Industries Limited
Product Industry Application Company India Launch Long standing relationships with a diversified customer base
Market Position Month / Year Our customers include over 280 multinational, global, regional and local companies. As of March 31, 2023, our product portfolio was
4-(2-Methoxyethyl) Phenol Metoprolol Succinate Only manufacturer in India December 2016 sold to 50 plus global customers in 21 countries and to 230 plus domestic customers.
(4MEP) / Metoprolol Tatrate
Our customer engagements are dependent on us delivering quality products consistently. Our potential customers may require
considerable amounts of time to approve us as suppliers to ensure that all their quality controls are met and that we meet all their
3-Methoxy-2-Methylbenzoyl Methoxyfenozide Only manufacturer in India September 2019
requirements across a variety of jurisdictions and multiple regulators Due to the resources involved in engaging with new suppliers,
Chloride (MMBC) (2)
customers are less inclined to pursue alternate supply sources. This provides us with an advantage over new entrants that would need
to make significant investments and endure a long gestation period with potential customers in order to effectively compete.
Thiophene-2-Ethanol Clopidogrel, Ticlopidine APIs Only manufacturer in India May 2017
(T2E)
In fact, in the Fiscal Year 2023, our facilities were audited 27 times by 24 customers or their external auditors. Additionally, our CRAMS
Ortho Tolyl Benzo Nitrile / Valsartan, Telmisartan, Olmesartan, Only manufacturer in India December 2018 business model also enables our dialogue and discussions with the top technical teams and leadership (Chief Technology Officers
4’-Methyl-2- Losartan, Candisartan APIs (“CTOs”), technical directors and technical vice presidents) of our customers, leading to additional projects and products across our
Cyanobiphynyl (OTBN) three business models.
N-Octyl-D-Glucamine / 1-Deoxy-1- Naproxen, Dexketoprofen APIs Only manufacturer in India July 2015 In addition to producing quality products and fulfilling orders and projects on-time, our approach, staff and corporate culture are
(Octylamino)-D-Glucitol (NODG) attractive to customers For example,
• we offer our customers a one-stop-shop approach for the entire supply chain starting from paper research, contract research and
1-2-(2Hydroxyethoxy) Quetiapine, Hydroxyzine APIs One of three major manufacturers, May 2018
lab process development (delivery of samples, gram scale, kg scale), pilot plant scale up and supply of customer sampling
Ethyl Piperazine (HEEP) only manufacturer in India
quantities, clinical and field trial quantities, and application testing quantities (100s kg scale to MT quantities), and finally commercial
to be back-integrated into key raw material
scale manufacturing and production quantities (100-1000s MT);
Delta-Valerolactone Coating additive, speciality Only manufacturer in India September 2016 • we have skilled expertise and manpower in necessary scientific and engineering disciplines;
(DVL) monomer, electronic chemical
• we have “start-up” corporate culture that is ambitious and dynamic, and the average age of our staff is 31 years as of March 31,
Bifenthrin Alcohol (BFA) Bifenthrin Only manufacturer in India August 2021 2022;
• our core team and highest management is technical in nature, and experts in the areas of organic chemistry and chemical
engineering;
Focus on R&D to leverage our core competencies of chemistry and technology
The foundation of our Company is our in-house research and development capabilities. Our strategic investments in R&D have been • we focus on transparent communication and clean payment terms (LCs and PDCs); and
critical to our success and a differentiating factor for us to attain leading market positions for certain products. Based on the technical
expertise we have developed over the years, we are able to carry out innovative processes at global scale, which, is difficult to • we emphasize safe processes and inherently safe manufacturing, and sound QEHS principles.
replicate, and creates significant barriers for new entrants.
Synergistic Business Models focused on Large Scale Manufacturing, CRAMS and Contract
Our chemistry and technology core competencies and all of our products have been developed by our own R&D team, scaled up in
our Pilot Plant, and launched into production with in-house design and engineering. Our in-house development (without the support
Manufacturing
from any clients for R&D) showcases our innovation and research strength, and our expertise in a large range of chemistries and We have three business models under which we operate: (i) large scale manufacturing of our own intermediates and speciality
technologies has allowed us to support a number of end use industries. Examples of our chemistry core competencies include chemicals; (ii) CRAMS (contract research and manufacturing services) and (iii) contract / exclusive manufacturing. According to F&S,
Grignards, organolithium and other organometallic chemistry, ethylene oxide and isobutylene chemistry, hydrogenation, catalysis we are among the few Indian specialty chemical companies to have successfully launched these three separate business models in
(homogeneous /heterogeneous), cross coupling chemistry and metathesis/polymerization chemistry. For the competency of tandem just 5 years into commercial manufacturing.(Source: F&S Report, May 2022, Prospectus of Aether Industries Limited).
Grignard and ethylene oxide chemistry, we have been a pioneer in Indian specialty chemicals markets, given that there are currently
only four Indian companies in tandem Grignard and six Indian companies in ethylene oxide. We have in Fiscal Year 2023, expanded These business models benefit from, and have synergies with, each other. For example, our customers to which we sell our own
our R&D Facility by three times by increasing the fume hoods to 55 and also adding new manpower to undertake the various R&D intermediates and speciality chemicals are also target customers for our CRAMS and contract manufacturing business models. Our
work. The increased fume hoods will allow us to undertake more than 110 reactions / experiments per day and hence we can do more CRAMS business allows us to work with innovative companies on cutting-edge new products with enhances our own R&D skill sets to
development of products, based on our chemistry and technology competency. The increase in number of R&D people is also develop our own products. Further, increasing our production through our contract manufacturing business allows us to benefit from
significant as the same has increased from 164 as on March 31, 2022 to 233 as on March 31, 2023, which is a very good increase in larger scale production and negotiating better prices with our suppliers.
number of manpower at R&D. Total capex was approximately ₹ 320 MM for the said R&D revamp, along with Pilot Plant.
191 —— Management Discussion / Analysis Report Aether Industries Limited 192 —— Management Discussion / Analysis Report Aether Industries Limited
Automated manufacturing facilities utilizing advanced technologies and systems We have in the Fiscal Year 2023, expanded our R&D and Pilot Plant to three times of what they were as on March 31, 2022, by
increasing the Fume Hoods from mere 17 to 55 in R&D for more reactions / experiments per day and increasing the number of reactors
Our manufacturing infrastructure, advanced technologies and automation are key growth drivers for our intermediates and speciality
in the Pilot Plant.
chemicals business. According to Frost & Sullivan, we have innovated the manufacturing process or product recipe for most of our
products, thus making us leaders in many of our products. (Source: F&S Report, May 2022, Prospectus of Aether Industries Limited).
We have two sites at Sachin in Surat. Our Manufacturing Facility 1 is an approximately 3,500 square meters facility including our R&D Contract Manufacturing / Exclusive Manufacturing
Facilities, our analytical sciences laboratories, our Pilot Plant, our CRAMS facility and our hydrogenation facility. Our Manufacturing
We also manufacture our customers’ products under a contractual supply agreement based model. These customer contracts are
Facility 2 spans approximately 10,500 square meters and acts as a large scale manufacturing facility with an installed capacity of
both short-term and long-term and involve both exclusive and non-exclusive arrangements.
6,096 MT per annum (SRP Plant: 13,140 MT) distributed among three buildings that host 16 production streams (and one SRP Plant
Stream), as of March 31, 2022. Each of our facilities is equipped to function independently, with its own quality department, effluent
treatment plant and warehouse. In addition, both the facilities are in close proximity to the Hazira Port and JNPT Port, which helps us Focus on Quality, Environment, Health and Safety (QEHS)
save freight costs for our exports. Our business is focused on sustainability by emphasizing on quality, environment, health and safety.
We believe that maintaining a high standard of quality for our products is critical to our brand and continued growth. Across our
In January 2023, we commenced the production operations at the new manufacturing facility (Manufacturing Facility 3) at Sachin, manufacturing facilities, we have put in place quality systems that cover all areas of our business processes from manufacturing,
which is diagonally opposite to Manufacturing Facility 2. supply chain to product delivery to ensure consistent quality, efficacy and safety of products. Our products adhere to global quality
standards. Our products go through various quality checks at various stages including random sampling check and quality check
Our facilities employ advanced technologies and systems such as: internally. Many of our key customers have audited and approved our facilities and manufacturing processes in the past, which
ensures that the regulator and our customers are able to confirm the continuance of quality of our facility and processes. In the Fiscal
• Continuous Reaction Technology; Year 2023, our facilities were audited 27 times by 24 customers or their external auditors. In addition, our facilities have received
• Advanced Batch Reaction Technology; certificate of ISO 14001 for Environment and ISO 45001 for Occupational Safety and ISO 27000 certification. As of March 31, 2023, we
• High Pressure Reaction Technology; had an environmental team of 46 (March 31, 2022: 43) employees [constituting 5.20% (March 31, 2022: 5.98%) of our workforce) and
• Fixed Bed Reaction Technology (Liquid / Gas Phase); a safety team of 38 (March 31, 2022: 30) employees (constituting 4.30% (March 31, 2022: 4.17%) of our workforce).
• Cryogenic Reaction Technology; We are mindful of the potential impact of our activities on the local environment and have set stringent environmental standards, which
• Distillation Technology (wiped film and short path); and meet regulatory requirements, and often exceed them. Our manufacturing principles and technologies embody the core tenets of
• Distillation Technology (high vacuum and fractional). “green” chemistry or sustainable chemistry. Principles of energy saving and conservation, atom economy and the 4R strategy
(reduce / recover / recycle / reuse) are fundamental in our manufacturing designs and engineering. In addition, by employing cleaner
Additionally, our manufacturing facilities utilize DCS (distributed control system) for process automation. Our Pilot Plant and CRAMS chemistries, semi-continuous or continuous reaction technologies, and automation in the process, we distinguish our processes from
operations use a Siemens PCS7 DCS and our manufacturing facilities use a Yokogawa Centum VP DCS. The automation brings conventional processes and optimize use of non-toxic raw materials, resulting in lower effluent generation. Further, as part of
reliability, reproducibility of product quality, reduces overhead costs, and brings inherent safety by mitigating exposure to human error environment and sustainability efforts, we have installed a 100 KLPD in-house zero liquid discharge (ZLD) plant, which includes
and industrial accidents. We have procured various certifications for our operations such as ISO 9001: 2015, ISO 14001 2015, ISO primary and secondary chemical neutralization, triple stage multiple effect evaporator (MEE), multiple mechanical vapour
45001 2018, ISMS 27001 2013 and Indian GMP. recompression (MVR) plants, multiple agitated thin film evaporators, multiple reverse osmosis (RO) plants and a soil biotechnology
platform with ozonation.
Contract Research and Manufacturing Services (CRAMS)
To provide sustainable power for our operations, in July 2022, we have commissioned 16 MW solar power generation plant at Sarod
Our CRAMS business are the services that our customers outsource to us and include:
Village, Bharuch District, Gujarat to provide electricity to our current operational two manufacturing facilities and our Greenfield project
(Site 3). We have incurred ₹ 675.64 MM (including taxes) towards capital expenditure for this solar power project which was financed
• Contract research;
from our internal accruals.
• Pilot scale-up services;
• Contract manufacturing; We prioritize the health and safety of our employees and undertake several initiatives to promote employee health and quality of life.
• Full time equivalent (FTE) services; We work to ensure a safe and healthy workplace and provide our employees with the benefits, resources and flexibility to maintain and
• Technology development; and improve their wellness. We undertake hazard and operability studies before commencing commercial production of new products. We
• Process development and optimisation have an in-house developed and engineered mobile application to assist coordination of our human resources, safety and
emergencies. We also have a dedicated team of safety personnel including firemen, safety marshals and safety engineers In addition,
We have a state-of-art Pilot Plant, which gives us a competitive advantage in attracting CRAMS customers. Our Pilot Plant has a dual we have installed comprehensive safety equipment including firefighting and safety systems including 700 m3 fire hydrant water
functionality; it functions to generate critical scale-up data in the transition from R&D to production to help eliminate issues at full storage, 271 m3 main electrical pump and diesel pump, automated foam monitors and water sprinklers, and Pulse Position Modulation
production scale; and it also functions as a stand-alone manufacturing facility for low volume, high value products for our CRAMS (PPM) detection for gas and solvent leakage. Our plant wide DCS automation system allows us to control our safety systems and
customers Our Pilot Plant encompasses a wide range of reactors and downstream equipment, in both continuous and batch regimes, processes. We have also taken the initiative of combining the fire hydrant water resources of 3 other neighbouring chemical
across the entire range of scale-up volumes, metallurgy, and process parameters and is automated through DCS process automation. companies to create a combined fire hydrant water reserve of over 2,000 m3 capacity, available for the use of all participating
companies.
Our CRAMS customers work jointly with our scientists and engineers, and we execute their projects in our R&D Facilities, analytical
sciences laboratories, and our Pilot Plant. Molecules developed in our CRAMS business for our customers have the potential to convert Strong and consistent financial performance
into regular commercial supplies and become large scale manufacturing products for our Company. In addition, our CRAMS business In the short period of 10 years of incorporation and 6 years into commercial manufacturing, we have reached revenue of over ₹ 6,676
model also enables our dialogue and discussions with the top technical teams and leadership (Chief Technology Officers (“CTOs”), MM in Fiscal Year 2023. We have built our business organically and have demonstrated consistent growth in terms of revenues and
technical directors and technical vice presidents) of our customers, opening up future contract manufacturing opportunities. profitability.
193 —— Management Discussion / Analysis Report Aether Industries Limited 194 —— Management Discussion / Analysis Report Aether Industries Limited
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We are one of the fastest growing specialty chemical companies in India, growing at a CAGR of nearly 43.6% between Fiscal Year 2018 China’s speciality chemicals market has seen a downturn in recent years due to various factors Most prominent amongst these are the
and Fiscal Year 2023. Our revenue from operations have increased at a CAGR of 43.1% from ₹ 1,085 MM in Fiscal Year 2018 to ₹ 6,511 recent environmental norms introduced by the Chinese Government, which have led to shutdown of a number of chemical plants.
MM in Fiscal Year 2023. Our revenue from exports (including deemed exports) have grown at CAGR of 84.2% from ₹391 MM in Fiscal (Source: F&S Report, May 2022, Prospectus of Aether Industries Limited).
Year 2018 to ₹ 4,495 MM in Fiscal Year 2023.
The tightening of the environmental norms has resulted in increase in operating costs, closure and relocation of manufacturing
In the Fiscal Year 2023, our EBITDA was ₹ 2,028 MM (Fiscal Year 2022: ₹1,751 MM), while our EBITDA margins in the Fiscal Year 2023 facilities along with rising labor costs. While these may not be permanent trends, these will involve significant costs of production for
were 30.438% (Fiscal Year 2022: 29.33%). In Fiscal Year 2023, our profit after tax was ₹ 1,304 MM (Fiscal Year 2022: ₹ 1,089 MM), Chinese companies, enabling India to significantly strengthen its position in the global supply chain and position itself as a viable
while our profit after tax margins were 19.53% (Fiscal Year 2022: 18.25%). alternative for global players seeking a de-risked supply chain while retaining sourcing costs. In the view of Frost & Sullivan, the recent
downturn observed in China’s speciality chemicals industry is serving as an opportunity for Indian manufacturers, who have now
During the year ended of March 31, 2023, our ROCE was 14.3% (March 31, 2022: 24.0%), and our ROE was 10.5% (March 31, 2022: gained a cost advantage over their Chinese counterparts.
28.2%). The main reason of reduction in the ROCE and ROE levels is the IPO done in June 2022, wherein the capital base has
increased and corresponding revenues to come in for the expansions of the business. Due to our market leadership position in a number of speciality chemical product areas, we are well positioned to capitalize on these
market opportunities. According to Frost & Sullivan, our revenue for our key products has grown much faster than the industry
highlighting that we are able to take away market share from our competitors, which are mostly in China.We benefit from our
Experienced Promoters and Senior Management with extensive domain knowledge established relationships with multinational, regional and local customers In particular, we propose to introduce new products with
We are led by our Promoters comprising our Managing Director, Ashwin Jayantilal Desai, and our Executive Directors Purnima Ashwin varied applications across industries. We aim to achieve this by leveraging our existing R&D capabilities, as well as by evaluating
Desai, Rohan Ashwin Desai and Dr. Aman Ashvin Desai, who have a combined experience of over 125 years in the chemical industry. strategic acquisition opportunities. We also intend to capitalize on the growing demand for our products by expanding our
Each of our Promoters is a career-technocrat and is actively involved in the critical aspects of our business, including R&D, process manufacturing capacities and strengthening our sales and distribution network in existing markets and gaining access to newer
and plant engineering, finance and marketing. All four Promoters are involved in the day-to-day management of the Company. markets. For example, we are committed to recruitment of advisers and consultants with a global pedigree, we have speaking
engagements at international events & exhibitions, and we are increasing our local representative presence in major markets. Further,
Additionally benefit from the industry experience of Kamalvijay Ramchandra Tulsian, Non-Executive Director, Chairman of our Board, we aim to focus on high growth sectors and emerging trends in the speciality chemicals and our customers’ end user industries. In this
bringing experience in the chemicals business; Jeevan Lal Nagori, Non-Executive Independent Director, bringing experience in the regard, we are witnessing significant opportunities to work with our customers to support them with new emerging trends in their
pharmaceutical business; Arun Brijmohan Kanodiya (qualified Chartered Accountant), Non-Executive Independent Director; Leja industries. We also are looking to connect with existing and potential customers where we can support them with our CRAMS and
Satish Hattiangadi, Non-Executive Independent Director, bringing experience in project implementation; Ishita Surendra Manjrekar, contract / exclusive business models.
Non-Executive Director bringing extensive knowledge about construction and related chemical industries; Dr. Amol Arvindrao Kulkarni,
Non-Executive Independent Director, bringing extensive knowledge about continuous reaction technologies; Rajkumar Mangilal Expand Manufacturing, R&D and Pilot Plant Capacities
Borana, Non-Executive Independent Director; and Jitendra Popatlal Vakharia, Non-Executive Independent Director, bringing their
To cater to the growing demand from our existing customers and to meet requirements of new customers, we intend to, and are in the
experience in textile industry and chemical industry, respectively.
process of, expanding our manufacturing capacities for various new products in various business segments like Pharma, Agro, Oil &
Gas, Material Sciences and so on. We also intend to add manufacturing capacities for our new product line (discussed above) that we
Our senior management team is also experienced in the chemicals industry. The majority of our management team have spent more
are in the process of developing and commercializing.
than 5 years each with our Company. Our senior management personnel include career-technocrats such as Dr. James Ringer,
Raymond Paul Roach and Dr. Norbert Flüggen. To achieve these expanded capacities, in January 2023, we commenced manufacturing at the new manufacturing facility at the third
site near our existing manufacturing facilities in Sachin. This new facility hosts four streams for production of new speciality chemicals
We believe that the experience, depth and diversity of our directors, management team and our Promoters have enabled our and intermediates, which have applications in pharmaceutical, agrochemicals and material sciences. Further, for future expansion of
Company to be recognized as a leading speciality chemical manufacturer in India. Their industry experience enables us to anticipate our business, in March 2022, we secured additional leasehold lands admeasuring approximately 125,000 square meters at the Panoli
and address market trends, manage and grow our operations, maintain and leverage customer relationships and respond to changes GIDC Estate of Ankleshwar region of Gujarat state, which is approximately 54 kms from our current manufacturing facilities in Sachin.
in customer preferences. Inauguration of Manufacturing Site 5 (Panoli GIDC, Bharuch, Gujarat) was done on February 8, 2023, by brick laying rituals and
conducting a blood donation camp (wherein 706 units of blood were collected), where in various corporates in Panoli, Panoli Industries
Association, Kumarpal Blood Bank and Rotary Club of Ankleshwar were part of it to make this a grand success.
Our Strategies
Our key business strategies are set forth below. In addition, we look to build strategic alliances with innovator companies across end-user industries. We expect that projects that may
begin as CRAMS projects will lead to strategic associations for commercial large-scale manufacturing of products and possibly
Leverage our strong position in the speciality chemicals industry to capitalize on industry introducing additional manufacturing capacity.
opportunities We also expanded the capacity of our R&D laboratories by increasing the fume hoods to 55. These additional fume hoods are divided
From CY 2020 to CY 2025, the global chemicals market is expected to grow at a CAGR of 6.2% and the India Speciality chemical into four organic synthesis labs in a separate floor in our R&D Facilities. The new labs are fully equipped including laboratory furniture
market at a CAGR of 11.2 %, according to Frost & Sullivan. This growth is expected to be led by sustained demand in the end-use and air-conditioned HVAC systems. In addition, our R&D Facilities have undergone a complete architectural and interior design
customer segments for our intermediate and speciality chemical products or business, which are experiencing consumption-led overhaul and have been transformed into a world-class R&D center with library, scientist lounges, cafeteria, coffee house for scientists,
growth in India and key global markets. For example, according to Frost & Sullivan, the agrochemicals and fertilizers speciality chemical modern offices and conference rooms, gymnasium, and outdoor meeting areas. As part of our R&D expansion, we recruited an
segment in India is forecasted to grow from $32.9 billion in CY 2020 to $ 53.3 billion in CY 2025 and the pharmaceuticals speciality additional 55-70 R&D scientists (with a focus on staff with a PhD or Master’s degree).
chemical segment in India is forecasted to grow from $ 16.6 billion to $ 28.5 billion in CY 2025. (Source: F&S Report, May 2022,
Prospectus of Aether Industries Limited). In addition, we expanded our Pilot Plant by installing additional trains of pilot scale equipment which has tripled our current capacity.
195 —— Management Discussion / Analysis Report Aether Industries Limited 196 —— Management Discussion / Analysis Report Aether Industries Limited
The expanded pilot plant is equipped with state-of-art reaction technology both in batch and continuous regimes, world-class Growth through strategic acquisitions and alliances
instrumentation, engineering, and safety systems, and is automated on DCS process automation. In the pilot plant expansion, we have
We will look for strategic acquisition targets in the United States and the EU for R&D and manufacturing assets that are in line with our
installed new equipment including 26 reactors ranging from 250 L reactor volume to 4000 L reactor volume. Best-in-class utility (total
existing or desired competencies. We also will look for opportunities to acquire businesses to add additional chemistry or technology
16 equipment) have been installed to support the pilot plant reaction processes. True DCS platform of Siemens PCS7 (German make)
competencies (for example, photochemistry) or to add business segments where we are currently not present (for example, cytotoxic
is deployed in a “hot” redundant configuration. The entire new pilot plant is protected by a comprehensive fire hydrant system, replete
compounds, advanced silicone products or active pharmaceutical ingredients and formulations). We are focused on identifying
with fire curtains, water sprinklers, and foam monitors, and supported by a 271 m3 main electrical / diesel pump system and water
acquisition targets that will benefit from our management expertise, our core competencies and the scale of our operations.
reservoir of 700 m3 capacity.
Our Products and Services
Continue to strengthen our presence in India and expand our sales and distribution network in We organize our business based on three business models: (i) Large Scale Manufacturing (“LSM”)of our own speciality chemicals and
international markets intermediates, (ii) Contract Research and Manufacturing Services (“CRAMS”) and (iii) Contract / Exclusive Manufacturing (“C/E M”).
As of March 31, 2023, our product portfolio catered to over 50 global customers in 21 countries and to over 230 domestic customers.
We enjoy relationships in excess of 5 years with eight out of our top ten customers in the twelve months ended March 31, 2023. We Speciality Chemicals and Intermediates
believe that the long-standing relationships that we have enjoyed with our customers over the years and the repeat and increased We specialize in speciality chemicals and advanced intermediates products based on an intricate marriage of complex chemistry and
orders received from them are an indicator of our position as a preferred source as compared to our competition which is mostly technology core competencies. Examples of our chemistry core competencies include Grignards, organolithium and other
located in China. In addition, we have an international sales and marketing team and business development team that is dedicated to organometallic chemistry, ethylene oxide and isobutylene chemistry, hydrogenation, catalysis (homogeneous /heterogeneous), cross
taking new orders, quoting rates and aids in understanding the requirements of our customers Our team consists of veterans of coupling chemistry and metathesis/polymerization chemistry. Examples of our technology core competencies include continuous
chemical industry, namely Raymond Paul Roach (Business Development Leader – Americas); Dr. James Ringer (Business reaction technology, high pressure reaction technology, fixed bed reaction technology, DCS process automation and high vacuum
Development Leader – Americas); and Dr. Norbert Flüggen (Business Development Leader – Europe). Our new business development distillation technology (wiped film/short path). By our focus on core competencies, we have developed a chemistry and technology
and marketing / sales is conducted with physical presence in 3 different continents (Asia / India by HQ, Europe / Germany by Dr. oriented sales vision, as compared to a product and industry oriented sales vision. Our focus on core competencies also helps us
Norbert Flüggen, North America / USA by Dr. James Ringer and Raymond Paul Roach). mitigate risk because our business strategy and R&D are not targeted to any specific product, customer, region, or industry.
We intend to focus on increasing our wallet share with existing customers. We have built long-standing relationship with our customers Our product selection process is very simple and straightforward. We look for products which fall into our core competencies of
through various strategic endeavors, which we intend to leverage by selling baskets of products to the same customers In addition, we chemistry, technology and systems, and select the product which falls into our sweet spot. We then apply certain refinements to
intend to continue to leverage our existing sales and marketing network, diversified product portfolio and our industry standing to narrow down our product selection process, which are: (i) the product should be infrastructure oriented product, falling into a speciality
establish relationships with new multinational, regional and local customers chemical field with minimum of 4-synthetic step sequence, (ii) the product should not be actively manufactured by any company in
India, (iii) the product should generate adequate revenue at maturity and (iv) we should be able to attain market leading position at
We are expanding globally to serve our existing direct end-use customers as well as to secure new direct end-use customers and product maturity. If product passes all these parameters, then we select that product for R&D, scale it up in our Pilot Plant, validate it
expand the reach of our products in new markets. We intend to achieve this by having dedicated sales and marketing teams whose and then produce it for commercialization.
primary focus will be on business development in international markets and in certain focus geographies, such as North America,
South America and Europe. Our focus also will be to increase the number of stock points that we have globally and strengthen our As of March 31, 2023, our product portfolio comprised over 28 products, which have been developed and commercialized using
sales team in India, North America, South America and Europe to ensure that we are able to deliver products to our customers in a these criteria in the 10 years period since we started our Company. Our products are advanced intermediates and speciality
timely manner. chemicals, which occupy a position in the chemical industry value chain between commodity chemicals and final actives and
formulations. They find application in a number of therapeutic segments in the pharmaceuticals industry including hypertension, anti-
Continue to focus on contract manufacturing / exclusive manufacturing by developing innovative platelet, anti-psychotic, anti-histamine and non-steroidal anti-inflammatory drugs (‘NSAIDs”). Our products also find application in
processes and value engineering various other industries like agrochemicals, material science, coatings, high performance photography, additives and oil & gas.
We look to convert R&D (CRAMS) opportunities provided by our clients into large-scale contract manufacturing projects. We believe
that by offering value engineering, developing innovative processes and undertaking our core competency chemistries in our contract
Customer Segments
manufacturing / exclusive manufacturing operations allows us to enter into long-term contracts with customers that provide assured The table set forth below provides customer segment split of revenue from operations and as a percentage of revenue from operations
product off-take and better margins, thereby helping improve our profitability. We aim at differentiating our operations from other in Fiscal Year 2023 and Fiscal Year 2022:
CRAMS companies by developing in-house innovative processes, which we believe provides us with a better leverage in terms of
pricing with the customers Accordingly, we intend to continue developing in-house innovative processes for new complex chemistries,
such as, glove box chemistries, Nobel prize winning metathesis chemistry and organo-silicon chemistry. We also continuously explore
which of our existing products or processes are best suited for further innovation.
Further, we seek to continue to explore opportunities to enhance our existing customer relationships by undertaking CRAMS for new
molecules. We believe our focus on value engineering by extending our process and chemistry expertise to enter into new value
chains and replace the lower value products with higher value products in the same chemistry will enable us to service more of our
customers’ needs and increase our revenues from existing customers By leveraging the long-standing relationships and repeat orders
from our customers, we intend to capitalize on the significant cross-selling opportunities that higher value products offer. Further, we
intend to focus on early-stage process innovation and development that we believe will enable us to capitalize on the complete
lifecycle of these products and give us the opportunity to be the initial suppliers for such customized speciality chemicals and
197 —— Management Discussion / Analysis Report Aether Industries Limited 198 —— Management Discussion / Analysis Report Aether Industries Limited
Business Segment Exports
We export our products to 21 countries. Some of the key geographies to which we export our products include Italy, Spain, Germany,
FY 2023 FY 2022 the United States, Netherlands and many more. During the Fiscal Year 2023 and Fiscal Year 2022, our sales from exports (excluding
deemed exports), as a percentage of our revenue from operations were 44.85% and 47.11%, respectively.
Segment ₹ MM % of revenue ₹ MM % of revenue
₹ 2,744.05 42.15% ₹ 3,513.26 59.54% Our sales from exports are denominated in foreign currencies, mostly the U.S. Dollars. Therefore, changes in the relevant exchange
Pharmaceuticals
rates could also affect our sales as reported in Indian Rupees as part of our financial statements. While we hedge a very less portion of
Agrochemicals ₹ 2,261.72 34.74% ₹ 1,456.19 24.68% the resulting net foreign exchange position, we are still affected by fluctuations in exchange rates among the U.S. dollar and the Indian
High Performance Photo ₹ 371.85 5.71% ₹ 283.77 4.81% Rupee.
Material Science ₹ 319.33 4.90% ₹ 248.20 4.21%
Coatings ₹ 218.35 3.35% ₹ 195.31 3.31% Geographic Split of Revenue from Operations
Oil & Gas ₹ 24.26 35.00% ₹ 54.12 0.92% The table set forth below provides geographic split of revenue from operations and as a percentage of revenue from operations in the
Fiscal Year 2023 and Fiscal Year 2022:
Food Additives ₹ 3.55 0.05% ₹ 22.96 0.39%
Other / Multiple Use ₹ 567.62 8.72% ₹ 126.66 2.14% Geography
Total ₹ 6,510.74 100.00% ₹ 5,900.47 100.00%
Fiscal Year 2023 Fiscal Year 2022
Contract Research and Manufacturing Services (CRAMS)
Country ₹ MM % of revenue ₹ MM % of revenue
Our facilities employ advanced technologies and systems such as:
India (domestic sales) ₹ 2,015.70 30.96% ₹ 2,084.84 35.30%
• Contract research; India (deemed exports) ₹ 1,574.66 24.19% ₹ 1,031.36 17.50%
• Pilot scale-up services;
• Contract manufacturing; India (SEZ sales) ₹ 281.07 4.32% ₹ 351.72 6.00%
• Full time equivalent (FTE) services, where one or more of our employees work full time on the project; Italy ₹ 976.57 15.00% ₹ 533.57 9.00%
• Technology development; and Spain ₹ 120.00 1.84% ₹ 504.96 8.60%
• Process development and optimisation.
Germany ₹ 266.57 4.09% ₹ 377.45 6.40%
Our CRAMS customers work jointly with our scientists and engineers, and we execute their projects in our R&D Facilities, analytical Rest of Europe ₹ 458.95 7.05% ₹ 371.71 6.30%
sciences laboratories, and our Pilot Plant. Molecules developed in our CRAMS business for our customers have the potential to United States ₹ 519.38 7.98% ₹ 227.81 3.90%
convert into regular commercial supplies and become large scale manufacturing products for our Company. Taiwan ₹ 0.66 0.01% ₹ 90.37 1.50%
Mexico ₹ 51.42 0.79% ₹ 140.70 2.40%
Contract Manufacturing / Exclusive Manufacturing ₹ 105.16 1.62% 1.50%
China ₹ 90.17
We also manufacture our customers products under a contractual supply agreement based model. These customer contracts are
Japan ₹ 67.70 1.04% ₹ 71.26 1.20%
both short-term and long-term and involve both exclusive and non-exclusive arrangements. In the Fiscal Year 2023 and Fiscal Year
2022, revenues from our contract manufacturing business constituted 34.31% and 23.77%, respectively, of our revenues from Rest of the world ₹ 72.90 1.11% ₹ 24.56 0.40%
operations. Total ₹ 6510.74 100.00% ₹ 5900.47 100.00%
Our customers include more than 280 multinational, global, regional and local companies. As of March 31, 2023, we sold our products 1. “Deemed Exports” refer to those transactions in which the goods supplied do not leave the country, and the payment for such supplies is received either in Indian
to more than 50 global customers in 21 countries and to more than 230 domestic customers. Our customers include a rich collection rupees or in free foreign exchange. We have started business in four new countries in Fiscal Year 2023, which include Singapore, Malta, Norway and South Korea,
of leading domestic and international multinational companies. which depicts the growth of Company’s business geographically.
We have a number of supply contracts with customers of three to five year duration which are linked to a formula based pricing Automation
structure. Our supply contracts with customers entered into by the Company may be terminated at the end of their terms or on the Our manufacturing facilities utilize DCS that use geographically distributed control loops throughout our facilities to control our systems
basis of the notice provided by the customer to us. Such terminations, however, are done on mutual discussion between the and processes to increase their safety, cost-effectiveness and reliability. Our Pilot Plant and CRAMS operations use a Siemens PCS7
Company and the Customers Notwithstanding, the termination of supply contracts could adversely affect our business, financial DCS and our manufacturing facilities use a Yokogawa Centum VP DCS.
condition and results of operations.
For other customers, we instead rely on purchase orders to govern the volume and other terms of our sales of products. Many of the
purchase orders we receive from our customers specify a price per unit and delivery schedule. However, such orders may be
amended or cancelled prior to finalisation, and should such an amendment or cancellation take place, it may adversely impact our
production schedules and inventories.
199 —— Management Discussion / Analysis Report Aether Industries Limited 200 —— Management Discussion / Analysis Report Aether Industries Limited
Manufacturing Process Liquid Chromatography, Differential Scanning Calorimetry/Thermal Stability Unit, and others).
We have designed and developed our facilities based on a chemistry and technology model, and each product is assigned to a
particular stream. This design gives us flexibility to move from one product to another without any gestation period and with the least Our R&D Facilities are equipped with laboratories engaged in process development, process innovation, new chemical screening and
amount of cost. The plant design is flexible to run multiple streams across our intermediate product buildings for our key products to engineering, which assists us in pursuing efficiencies from the initial conceptualization up to commercialization of a product. Our R&D
limit contagion risk, and consistently meet the demand of these products. All our manufacturing units are multipurpose plants with team has successfully carried out multi-step synthesis and scale-up for several new molecules in the area of speciality chemicals and
multiple streams catering to the wide range of products that we have. There are no dedicated plants or streams, and the same stream intermediates, and as a result, expanded our commercialized product portfolio. We have tripled our R&D facility in the Fiscal Year 2023,
can be utilized for multiple products providing the flexibility to adjust the production mix quickly as demand changes. Each product is a by increasing the fume hoods to 55.
result of various chemistries and processes applied as per the desired results.
Another aspect of our R&D activities is our association and collaboration with many universities and institutions of India. We have been
Our products can be broadly classified under six different chemistry bifurcations: associated with National Chemical Laboratory (NCL, Pune), Institute of Chemical Technology (ICT, erstwhile UDCT, Mumbai), Uka
Tarsadia University (UTU, Bardoli), and Sardar Vallabhbhai National Institute of Technology (SVNIT, Surat).
• Tandem Grignard / ethylene oxide chemistry;
• Other Grignard / coupling chemistry; We have our own sponsored PhD programs which are ongoing for getting PhD research and degree done for our R&D team with
• Hydrogenation / catalysis chemistry; Institute of Chemical Technology (ICT, erstwhile UDCT, Mumbai), National Chemical Laboratory (NCL, Pune), Uka Tarsadia University
• Continuous reaction technology based chemistries; (Bardoli), and Sardar Vallabhbhai National Institute of Technology (SVNIT, Surat).
• Fixed bed technology based chemistries; and
• Hazardous gas chemistry. Our R&D Facilities are recognized by DSIR (Department of Scientific & Industrial Research), New Delhi for in-house R&D work.
The raw materials are charged continuously/ batch-wise in reactors of suitable capacity and design based on the type of reaction. We also expanded the capacity of our R&D laboratories by adding additional fume hoods. These additional fume hoods are divided
Other technical parameters such as temperature, pressure and reaction time are maintained based on the type of reaction to be into four organic synthesis labs in a separate floor in our current R&D Facilities. These new labs are fully equipped including laboratory
carried out. furniture and air-conditioned HVAC systems. In addition, our R&D Facilities have also undergone a complete architectural and interior
design overhaul and are transformed into a world-class R&D center with library, scientist lounges, cafeteria, coffee house for scientists,
When the reaction is complete, the product is analyzed and subjected to further processing, which includes filtration, continuous/ modern offices and conference rooms, gymnasium, and outdoor meeting areas. As part of our R&D expansion plans, we have
batch distillations, purification processes to get the required quality product. The product is ultimately tested to ensure it meets the recruited additional R&D scientists (with a focus on staff with a PhD or Master’s degree) and engineers.
applicable specifications before it is supplied to the customer.
In addition, we expanded our Pilot Plant by installing additional trains of pilot scale equipment which has tripled our current capacity.
Research & Development (R&D) The expanded pilot plant is equipped with state-of-art reaction technology both in batch and continuous regimes, world-class
The foundation of our Company is our in-house research and development. Our strategic investments in R&D have been critical to our instrumentation, engineering, and safety systems, and is automated on DCS process automation.
success and a differentiating factor for us to attain leading market positions for certain products. Based on the technical expertise that
we have developed over the years, we are able to carry out innovative processes at global scale, which is difficult to replicate, and Pilot Plant
creates significant barriers for new entrants. We have a state-of-art Pilot Plant, which is a vital link between R&D and large scale production. Our Pilot Plant has a dual functionality;
it functions to generate critical scale-up data in the transition from R&D to production to help eliminate issues at full production scale;
We have dedicated in-house R&D Facilities and a Pilot Plant located at our Manufacturing Facility 1 in Sachin. Our chemistry and and it also functions as a stand-alone manufacturing facility for low volume, high value products for our CRAMS customers Our Pilot
technology core competencies and all of our products have been developed by our own R&D team, scaled up in our Pilot Plant, and Plant encompasses a wide range of reactor and downstream equipment, in both continuous and batch regimes, across the entire
launched into production with in-house design and engineering. Our in-house development (without the support from any clients for range of scale-up volumes, metallurgy, and process parameters and is automated through DCS process automation. We have tripled
R&D) showcases our innovation and research strength. Examples of our chemistry core competencies include Grignards, our Pilot Plant facility in the Fiscal Year 2023, by increasing the number of reactors.
organolithium and other organometallic chemistry, ethylene oxide and isobutylene chemistry, hydrogenation, catalysis
(homogeneous /heterogeneous), cross-coupling chemistry and metathesis/polymerization chemistry. Examples of our technology Upcoming projects
core competencies include continuous reaction technology, high pressure reaction technology, fixed bed reaction technology, DCS
process automation and high vacuum distillation technology (wiped film/short path). We acquired a fourth site of 18,000 Sq. Mtrs. (approximately) near our existing manufacturing facilities in Sachin, where in the
documentation and merger formalities are being done as there are two plots of land adjacent to each other. We will be hosting various
Our R&D Facilities are dedicated to the development of our pipeline and next generation products as well as to our CRAMS customers. streams for the manufacturing of chemicals and intermediates, which have applications in pharmaceuticals, agrochemicals and
As of March 31, 2023, we had a specialized R&D team of 233 (March 31, 2022: 164) scientists and engineers, including 111 (March 31, material science.
2022: 92) scientists (with PhDs or Master of Science degrees) and 122 (March 31, 2022: 72) chemical engineers. With a view to
further strengthen our R&D capabilities, we continuously recruit and appoint scientists of varied experience and expertise at our R&D We have also acquired the fifth site ad-measuring 1,25,000 Sq. Mtrs. (31 acres approximately) at Panoli GIDC, Bharuch District,
laboratory with an objective to successfully implement our strategy of early identification of development and manufacturing Gujarat. We have already done brick laying (Bhoomi-Poojan) at this site along with a blood donation camp, where we collected 706
opportunities. units of blood. The said premise will be developed phase wise spread over few years, which will encompass world-class
manufacturing facility with advanced facilities.
Our R&D laboratories are fitted with modern synthesis equipment including fume hoods, lab scale continuous and flow reactors and
advanced separation equipment. In addition, our R&D labs are supplemented with modern analytical method development (ADL) and Raw Materials
quality control (QC) laboratories equipped with the entire suite of equipment necessary for modern organic chemistry research The raw materials we use in our manufacturing process are primarily sourced from third party suppliers globally and in India.
(including Liquid Chromatography Mass Spectrometry, Gas Chromatography Mass Spectrometry, Gas Chromatography, High
Pressure
201 —— Management Discussion / Analysis Report Aether Industries Limited 202 —— Management Discussion / Analysis Report Aether Industries Limited
During the Fiscal Year 2023, our cost of good sold (cost of materials consumed and changes in inventories of finished goods and Our information security objective is to safeguard the data and give our customer confidences on their intellectual property (IP), for
work-in-progress) amounted to ₹ 3,173.39 MM (Fiscal Year 2022: ₹2,880.33 MM), and our cost of materials consumed as a which we have implemented a data facility for managing data and its security, access restriction systems and other sophisticated
percentage of our revenue from operations was 48.74% (Fiscal Year 2022: 48.82%). Our raw materials include crude oil derivatives systems.
such as phenol and other commodities such as hydrogen, ethylene oxide and Isobutylene gas. Other important raw materials include
chlorobenzonitrile, methanol, toluene, methylene dichloride tetrahydrofuran, dichlorotoluene and thiophene, amongst others.
We are committed to safeguarding confidentiality. We ensure that integrity and availability of all physical and electronic information
The prices of our raw materials are based on, or linked to, the international prices of such raw material and the variations are typically assets of facilities where we operate to ensure that legal, regulatory, and operational requirements are fulfilled.
passed on to the customer. We usually do not enter into long-term supply contracts with any of our raw material suppliers and typically
source raw materials from third-party suppliers under contracts of shorter period or the open market. The prices of our key raw We believe we have a robust disaster recovery, business continuation and backup policy. We use a VMware Virtualisation System in
materials globally have been volatile and increases in the prices of these materials have an impact on our cost of production. redundant mode with centralised storage and thin client systems . We have employed a firewall in redundant mode. All users connect
to our systems only through VPN access. For data security, we use a RDP System (Remote Desktop) with thin client.
We utilize an enterprise resource planning solution, SAP, which assists us with various business functions including sales distribution, As of March 31, 2023, we employed 111 (March 31, 2022: 92) scientists with either a PhD or Master of Science degree (which
materials management, warehouse management, production planning, quality management, plant maintenance, finance and constituted 12.48% of our workforce) and 122 (March 31, 2022: 72) chemical engineers (which constituted 13.72% of our workforce).
controlling environment health and safety, and human resources across all our offices, R&D facilities and manufacturing plants. The following table sets forth the number of our employees as of March 31, 2023:
We have recently been certified as an ISO 27001 2013 which has a key focus on Information Security Management Systems.
203 —— Management Discussion / Analysis Report Aether Industries Limited 204 —— Management Discussion / Analysis Report Aether Industries Limited
:
Departments / Teams No. of Employees Country Name of the IPR - TM / C Class Status
March 31, 2023
India Aether, with logo and elementally innovative 5 ® Approved
Management and administration 4 India Logo of Aether 1 TM Approved
Human Resource (HR) & Admin 29 India Logo of Aether 5 TM Approved
Computer Information System (CIS) 13 USA Aether, with logo and elementally innovative International – 01 TM Approved
Finance & Accounts 14 India Wordmark "aether" - TM 2 Applied
Logistics & EXIM 2 India Wordmark "aether" - TM 3 Applied
Procurement 3
India Wordmark "aether" - TM 4 Accepted
889
Sales 3
India Wordmark "aether" - TM 6 Applied
Stores / Warehouse 62
Quality Control / Analytical Lab / 48 India Wordmark "aether" - TM 7 Applied
Quality Assurance (CQ/ADL/QA) India Wordmark "aether" - TM 8 Accepted
Research & Development (R&D) 92 India Wordmark "aether" - TM 9 Applied
Control & Instrumentation (C&I) 32 Aetherians India Wordmark "aether" - TM 10 Applied
Environment Health & Safety (EHS) 38
India Wordmark "aether" - TM 11 Applied
Effluent Treatment (ETP) 46
India Wordmark "aether" - TM 12 Applied
Maintenance 130
Electrical 31 India Wordmark "aether" - TM 13 Applied
Production 320 India Wordmark "aether" - TM 14 Applied
Process & Project 19 India Wordmark "aether" - TM 15 Applied
Creative Team 3 India Wordmark "aether" - TM 16 Applied
India Wordmark "aether" - TM 17 Applied
Total 889
India Wordmark "aether" - TM 18 Applied
India Wordmark "aether" - TM 19 Applied
Our employees are not part of any union. We have not experienced any material work stoppages due to labour disputes or cessation of
work in the last three Years India Wordmark "aether" - TM 20 Applied
India Wordmark "aether" - TM 21 Applied
Our work force is a critical factor in maintaining quality, productivity and safety, which strengthens our competitive position. We aim to
India Wordmark "aether" - TM 22 Applied
develop a culture that is based on fairness and respect. This includes following our Code of Conduct and protecting employees from
discrimination, harassment and retaliation. We continuously review our existing human resource initiatives to make them more India Wordmark "aether" - TM 23 Applied
inclusive, employee engaging and skill-development oriented. We continue to lay emphasis on building and sustaining an excellent India Wordmark "aether" - TM 24 Accepted
organization climate based on human performance. In addition, we offer wide-ranging training opportunities to our employees and India Wordmark "aether" - TM 25 Applied
have set up and learning and development policy to foster our training initiatives.
India Wordmark "aether" - TM 26 Applied
Intellectual Property India Wordmark "aether" - TM 27 Applied
We have applied for a trademark registration for our corporate logo under class 1 and Class 5 of the Trademark Act, 1999, and Trade India Wordmark "aether" - TM 28 Accepted
Rules, 2002, before the Registrar of Trademarks. The application has been made in the name of the Company. The table below sets India Wordmark "aether" - TM 29 Applied
forth our trademarks applications as of the date of this Prospectus. 8264696082 India Wordmark "aether" - TM 30 Applied
Inventory Management Status of TradeMark Application India Wordmark "aether" - TM 31 Applied
Country Name of the IPR - TM / C Class Status India Wordmark "aether" - TM 32 Applied
India aether 1 TM Approved India Wordmark "aether" - TM 33 Accepted
India aether 5 TM Approved India Wordmark "aether" - TM 34 Applied
India elementally innovative 1 TM Approved India Wordmark "aether" - TM 35 Applied
India elementally innovative 5 TM Approved India Wordmark "aether" - TM 36 Applied
India Aether, with logo and elementally innovative 1 ® Approved India Wordmark "aether" - TM 37 Applied
India Wordmark "aether" - TM 38 Accepted
205 —— Management Discussion / Analysis Report Aether Industries Limited 206 —— Management Discussion / Analysis Report Aether Industries Limited
Country Name of the IPR - TM / C Class Status Principal Factors affecting our Results of Operations
India Wordmark "aether" - TM 39 Applied Our financial performance and results of operations are influenced by a variety of factors, including without limitation, global and
domestic competition, conditions in the markets of our end-user products, general economic conditions, changes in costs of raw
India Wordmark "aether" - TM 40 Applied materials and government regulations and policies.
India Wordmark "aether" - TM 41 Applied
Raw materials price fluctuations and availability - Our cost of goods sold (which is the aggregate of our cost of materials consumed
India Wordmark "aether" - TM 42 Applied and changes in inventories of finished goods and work-in-progress) makes up a large portion of our operating expenses. During the
India Wordmark "aether" - TM 43 Applied Fiscal Year 2023, our cost of goods sold (cost of materials consumed and changes in inventories of finished goods and work-in-
progress) amounted to ₹3,173.39 MM (Fiscal Year 2022: ₹2,880.33 MM), which represented 48.74%, (Fiscal Year 2022: 48.82%) of
India Wordmark "aether" - TM 44 Applied our revenue from operations. We source raw materials primarily from third-party suppliers, including through imports. Our raw materials
India Wordmark "aether" - TM 45 Applied include crude oil derivatives, such as phenol, and other commodities, such as hydrogen, ethylene oxide and Isobutylene gas. Other
important raw materials include chlorobenzonitrile methanol, toluene, methylene dichloride tetrahydrofuran, dichlorotoluene and
India Device “ થર “ - TM 1 Applied thiophene, amongst others We usually do not enter into long-term supply contracts with any of our raw material suppliers and typically
source raw materials from third-party suppliers under contracts of shorter periods or in the open market. The prices of our key raw
India Device “ થર “ - TM 2 Applied
materials globally have been volatile and any increases in the prices of these materials have an impact on our costs of production.
India Device “ થર “ - TM 4 Applied
The prices of our raw materials are generally based on, or linked to, the international prices of such raw materials and the variations are
India Device “ થર “ - TM 5 Applied typically passed on to the customer. As a result, while our revenues may fluctuate as a result of volatility in crude oil prices, our
India 6 Applied profitability is less significantly affected. In Fiscal 2023, our cost of materials as a percentage of total revenue decreased, primarily due
Device “ થર “ - TM
to (i) our improved utilization of raw materials resulting in better yields on finished products and (ii) benefits from economies of scale
India Device “ થર “ - TM 9 Applied due to our ability to source raw materials at better per unit pricing given our larger volume of purchases. However, we cannot assure
you that the prices of our raw materials would not increase in the future or that our pricing model will enable us to avoid all effects from
India Device “ થર “ - TM 32 Applied
fluctuations in crude oil prices.
India Device “ થર “ - TM 41 Applied
Foreign exchange rate risk - Our financial statements are prepared in Indian Rupees. However, our sales from exports and a portion of
India Device “ થર “ - TM 42 Applied
our raw materials expenditures are denominated in foreign currencies, mostly the U.S. Dollar. Accordingly, we have currency exposures
India Device “ “ - TM Artistic Work Applied for TM-NOC relating to buying, selling and financing in currencies other than in Indian Rupees, particularly the U.S. Dollar. For the Fiscal Year 2023,
44.85% (Fiscal Year 2022: 47.11%), of our revenue from operations were attributed to exports (excluding Deemed Exports). In the Fiscal
India Device “ “ - TM Artistic Work Yet to Apply (NOC Year 2022, our net foreign currency denominated sales (sales in foreign currency less expenses related to sales in foreign currency,
awaited) excluding Deemed Exports) amounted to ₹ 2,920.37 MM (Fiscal Year 2022: ₹ 2,779.53 MM). For the Fiscal Year 2022, 38.6%, (Fiscal
Year 2022: 31.4%), of our raw materials were imported. The increase in raw material imports in the Fiscal Year 2023 can be primarily
attributed to a stocking of various Raw Materials, for which the prices reduced in the international markets.
We also have registered the domain names aether.co.in, which is renewable periodically.
We also rely on a combination of trade secret, and copyright law and contractual restrictions to protect our intellectual property. We do Exchange rate fluctuations also affect our ability to service our debt obligations denominated in foreign currencies, such as our Packing
not own any patents. We have agreements with our employees and consultants which include confidentiality provisions and Credit Loans in Foreign Currencies. We do not enter into any hedging activities for our foreign currency positions. Accordingly, we are
provisions on ownership of intellectual property developed during employment or specific assignments, as applicable. affected by fluctuations in exchange rates among the U.S. Dollar, Indian Rupee and other currencies. In the Fiscal Year 2023, we
recorded gain of ₹ 36.65 MM (Fiscal Year 2022: ₹ 18.37 MM), due to these fluctuations in foreign currency.
Our Company has received the following key awards, accreditation and recognition:
Capital expenditure - We require substantial capital to maintain our existing facilities, as well as to acquire new sites, to expand our
existing facilities and to construct new facilities. In the Fiscal Year 2023, we incurred capital expenditure of ₹ 3,915.11 MM (Fiscal Year
Year Certification / Accreditation
2022: ₹ 1,010.13 MM). A significant amount of our capital expenditure was aimed at constructing manufacturing and other facilities,
2015 Awarded with ISO 9001 2015 (Manufacturing Facility 1 – Hojiwala Unit)
increasing our manufacturing capacities and diversifying our product base.
2017 Awarded with ISO 9001 2015
2017 Awarded with GMP – (ICH Q7 Revision 1) As of March 31, 2023, we are operating at three sites in India. Our Manufacturing Facility 1 is a 3,500 Sq. Mtrs. facility for our R&D
2018 Awarded with ISO 14001 2015 activities, our analytical sciences, our Pilot Plant, our CRAMS facility and our hydrogenation facility. Our Manufacturing Facility 2,
admeasuring 10,500 Sq. Mtrs., acts as a large-scale manufacturing facility with installed production capacity of 6,096 MTPA and
2021 Awarded with ISO 27001 2013
includes a solvent recovery plant with installed capacity of 13,140 MTPA, distributed among three advanced intermediates/specialty
2021 Awarded with ISO 45001 2018 chemicals production buildings that host 16 production streams as of March 31, 2023. During Fiscal Year 2023, we commissioned and
2022 Silver rating from EcoVadis (Sustainability Rating) started the manufacturing process at new site (Site – 3), admeasuring 5,250 Sq. Mtrs., which has a potential production capacity of
2022 Membership to UN Global Compact (Network India) 3,500 MTPA and we have launched three out of five products to be launched at this Site 3. We have also purchased a fourth site (Site
– 4) of approximately more than 18,000 Sq. Mtrs. which is near to our Site 2 and we will soon begin construction of a Proposed
2023 Membership of Indian Chemical Council (ICC)
Greenfield Project on this new site (Site – 4) in Fiscal Year 2024. We also tripled our R&D and Pilot Plant capacities which
207 —— Management Discussion / Analysis Report Aether Industries Limited 208 —— Management Discussion / Analysis Report Aether Industries Limited
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became operational in October 2022, and was inaugurated by Padmabhushan Professor M. M. Sharma. collectively with financial measures prepared in accordance with Ind AS, may be helpful to investors because it provides an additional
tool for investors to use in evaluating our ongoing operating results and trends and in comparing our financial results with other
Dependence of demand from pharmaceutical and agrochemical industries - As of March 31, 2023, we had over twenty-eight (28) companies in our industry because it provides consistency and comparability with past financial performance. However, our
commercial products including twenty (24) pharmaceutical, one (1) coating and three (3) agrochemical intermediates and specialty management does not consider these non-GAAP measures in isolation or as an alternative to financial measures determined in
chemicals. Our products find applications across a number of therapeutic segments in the pharmaceuticals industry, including accordance with Ind AS.
hypertension, anti-platelet, anti-psychotic, anti-histamine and non-steroidal anti-inflammatory drugs (“NSAIDs”). We also have
products across other customer segments, such as agrochemicals, material science, coatings, multiple-use, high performance Non-GAAP financial information is presented for supplemental informational purposes only, has limitations as an analytical tool and
photography, food additives and oil and gas. In the Fiscal Year 2023, revenues from our pharmaceutical products were ₹ 2,744.05 MM should not be considered in isolation or as a substitute for financial information presented in accordance with Ind AS. Non-GAAP
(Fiscal Year 2022: ₹ 3,513.26 MM), which represented 42.15% (Fiscal Year 2022: 59.54%) of our operating revenue; and revenues financial information are not recognized under Ind AS and do not have standardized meanings prescribed by Ind AS. In addition, non-
from agrochemical products were ₹2,261.72 MM (Fiscal Year 2022: ₹1,456.19 MM), which represented 34.74% (Fiscal Year 2022: GAAP financial measures used by us may differ from similarly titled non-GAAP measures used by other companies. The principal
24687%), of our revenue from operations.. Consequently, our revenues are dependent on the pharmaceutical and agrochemical limitation of these non-GAAP financial measures is that they exclude significant expenses and income that are required by Ind AS to be
industries that use our products as an input. We have other segments, which have shown an upward trend in Fiscal Year 2023, which recorded in our financial statements, as further detailed below. In addition, they are subject to inherent limitations as they reflect the
include High Performance Photography, Material Science, Coatings and Multiple Applications. exercise of judgment by management about which expenses and income are excluded or included in determining these non-GAAP
financial measures. A reconciliation is provided below for each non-GAAP financial measure to the most directly comparable financial
Reliance on major customers and relatively few products - Our customer base currently comprises a host of multinational and measure prepared in accordance with Ind AS. Investors are encouraged to review the related Ind AS financial measures and the
domestic companies. Of our revenue from operations in the Fiscal Year 2023, our largest customer contributed approximately 14.01% reconciliation of non-GAAP financial measures to their most directly comparable Ind AS financial measures included below and to not
(Fiscal Year 2022: 15.28%); our top 10 customers contributed to approximately 54.94% (Fiscal Year 2022: 71.20%); and our top 20 rely on any single financial measure to evaluate our business.
customers contributed 69.92% (Fiscal Year 2022: 92.54%). We have long-term relationships and ongoing active engagements with As at, or for the year ended, March 31,
many of our customers This clearly shows that our reliance on our major customer has reduced and we are able to cater to large
number of customers. In ₹ MM 2023 2022
209 —— Management Discussion / Analysis Report Aether Industries Limited 210 —— Management Discussion / Analysis Report Aether Industries Limited
9. Debt-Equity Ratio is calculated as Debt divided by total equity. Capital Employed and Return on Capital Employed (ROCE) - The following table sets forth our Capital Employed and Return on
10. Net Debt-EBITDA Ratio is calculated as Net Debt divided by EBITDA. Capital Employed (ROCE), including a reconciliation of ROCE to our profits/losses before tax and prior period items in each of the Fiscal
11. Net Tangible Assets is calculated as the sum of all the assets of our Company excluding, right of use assets and other intangible assets as reduced by total
liabilities of our Company.
Year 2023 and Fiscal Year 2022.
12. Monetary Assets is calculated as cash and cash equivalents and bank balances and excluding bank deposits with remaining maturity of more than twelve months
and fixed deposits held as margin money. As at, or for the year ended, March 31,
13. Percentage of Monetary Assets to Net Tangible Assets is calculated as Monetary Assets divided by Net Tangible Assets, expressed as a percentage.
14. Net Worth is calculated as the aggregate value of the paid-up share capital and all reserves created out of the profits (inclusive of net gain consequent to fair In ₹ MM 2023 2022
valuation of certain assets on transition to Ind AS) and securities premium account and debit or credit balance of profit and loss account, after deducting the
aggregate value of the accumulated losses, deferred expenditure and miscellaneous expenditure not written off, as per the audited balance sheet, but does not ₹ 1,744.79 ₹ 1,464.73
Profit before tax and prior period items (A)
include reserves created out of revaluation of assets, write-back of depreciation and amalgamation.
15. Return on Net Worth is calculated as profit for the period/year divided by Net Worth. Add: Finance costs (B) ₹ 50.93 ₹ 131.21
16. Pre-Tax Operating Profit is calculated as profit before tax and prior period items for the period/year, excluding other income, finance costs and other comprehensive
Less: Other income (C) ₹ 165.65 ₹ 69.74
income.
17. Net Asset Value per Equity Share is calculated as Net Worth divided by the weighted average number of equity shares for the period/year as adjusted for bonus EBIT (D=A+B-C) ₹ 1,630.06 ₹ 1,526.20
issue. Weighted average number of equity shares is the number of equity shares outstanding at the beginning of the year/period adjusted by the number of equity
Total equity (E) ₹ 12,446.09 ₹ 3,868.88
shares issued during the year/period multiplied by the time weighting factor. The time weighting factor is the number of days for which the specific shares are
outstanding as a proportion of total number of days during the year/period. Non-current borrowings (F) ₹ 0.00 ₹ 1,218.13
Current borrowings (G) ₹ 1.06 ₹ 1,632.62
EBITDA, EBITDA Margin, PAT Margin and ROE Current investments (H) ₹ 10.01 ₹ 170.11
The following table sets forth our EBITDA, EBITDA Margin, PAT Margin and ROE, in each of the Fiscal Year 2023 and Fiscal Year 2022: Cash & cash equivalents (I) ₹ 708.64 ₹ 33.39
Bank balance other than cash & cash equivalents (J) ₹ 313.81 ₹ 146.77
For the Fiscal Year ended March, Capital Employed (K=E+F+G-H-I-J) ₹ 11,414.69 ₹ 6,369.36
31, ROCE (L=D/K) 14.28% 23.96%
In ₹ MM 2023 2022
211 —— Management Discussion / Analysis Report Aether Industries Limited 212 —— Management Discussion / Analysis Report Aether Industries Limited
Capital Employed and Return on Capital Employed (ROCE) - The following table sets forth our Capital Employed and Return on Overview of Revenue and Expenditure - The following descriptions set forth information with respect to key components of our
Capital Employed (ROCE), including a reconciliation of ROCE to our profits/losses before tax and prior period items in each of the Fiscal income statement.
Year 2023 and Fiscal Year 2022.
a. Sale of products manufactured are done under our three business models, namely (i) Large-Scale Manufacturing of Specialty
As at March 31, Chemicals, (ii) Contract Manufacturing, and (iii) Contract Research and Manufacturing Services (“CRAMS”). Such sales of products
can be divided into (i) local sales, (ii) export sales (including sales to SEZ units within India), (iii) deemed exports (representing sales
In ₹ MM 2023 2022 to Indian companies under an advance authorization license) and (iv) export sales under our CRAMS business model.
Total assets (A) ₹ 13,799.16 ₹ 7,698.25 c. Sale of services are done under our CRAMS business model. Such sales can be divided into services provided to (i) overseas
customers and (ii) customers in India.
Less: Other intangible assets (B) ₹ 5.83 ₹ 4.49
Other income - Other income primarily comprises interest income, income from foreign exchange fluctuation, MEIS Duty Credit,
Less: Right of use assets (C) ₹ 1,122.55 ₹ 211.21
SEIS Duty Credit, exports duty drawback, interest accrued on loans to employees, interest on income tax refund, interest subsidy
Less: Total liabilities (D) ₹ 1,353.08 ₹ 3,829.37 amongst others.
Net Tangible Assets (F=A-B-C-D) ₹ 11,317.69 ₹ 3,653.19
Expenditure - Our expenditure comprises the following:
Cash and cash equivalents and bank balances (G) ₹ 1,022.45 ₹ 180.16
a. Cost of materials consumed: Cost of materials consumed comprises (i) the cost of raw materials used in the manufacture of our
Less: Bank deposits with remaining maturity of more than 12 months (H) ₹ 0.00 ₹ 0.00
products; (ii) the cost of packing materials; (iii) the cost of stores and spares; and (iv) the cost of other materials. Our raw materials
Less: Fixed deposits held as margin money (I) ₹ 313.81 ₹ 146.77 include crude oil derivatives such as phenol and other commodities such as hydrogen, ethylene oxide and Isobutylene gas. Other
important raw materials include chlorobenzonitrile methanol, toluene, methylene dichloride tetrahydrofuran, dichlorotoluene and
Monetary Assets (J=G-H-I) ₹ 708.64 ₹ 33.39 thiophene, amongst others
% of Monetary Assets to Net Tangible Assets (K=(J/F)*100)) (in %) 60.00% 1.00%
b. Changes in inventories of finished goods and work-in-progress: Expenses accounted for pursuant to an (increase)/decrease in
Net Worth (L=(1+2+3+4+5)) ₹ 12,446.09 ₹ 3,868.89 inventories of work-in-progress.
Issued subscribed and fully paid-up equity share capital (1) ₹ 1,245.11 ₹ 1,126.91
c. Employee benefit expenses: Employee benefit expenses comprises salaries, wages and bonus, contribution to provident and other
General reserve (2) ₹ 0.00 ₹ 0.00 funds, gratuity, staff welfare expenses, leave encashment expenses, employee medical insurance expenses, value of discount in
Securities premium reserve (3) ₹ 8,162.55 ₹ 1,015.73 ESOPs and other employee related expenses.
Retained earnings (4) ₹ 3,022.88 ₹ 1,720.29 d. Finance costs: Finance costs comprises interest expenses on term loan, cash credit, Packing Credit Loan in Foreign Currency
Employees share options reserve (5) ₹ 15.55 ₹ 5.96 (PCFC), bill discounting, Stand by Letter of Credit (SLC), car loans and other unsecured loans.
Profit for the year/period (M) ₹ 1,304.17 ₹ 1,089.29 e. Depreciation and amortization expenses: Depreciation and amortization expenses comprises depreciation of tangible assets
Return on Net Worth (N=M/L) (in %) 0.10 0.28 including our plant and machinery, building, factory equipment, computer equipment, office and other equipment, furniture and
fixture, amongst others; and amortization of intangible assets including computer software and others; and amortization of
Profit before tax and prior period items (O) ₹ 1,744.79 ₹ 1,464.73 leasehold land.
Less: Other income (P) ₹ 165.65 ₹ 69.74
f. Other expenses: Other expenses comprise primarily of (a) manufacturing expenses, such as gas expenses, steam charges, diesel
Add: Finance costs (Q) ₹ 50.93 ₹ 131.21 expenses, water, fees paid to third party workers for solvent recovery services (classified as ‘job work charges’ in our Financial
Pre-Tax Operating Profit (R=O-P+Q) ₹ 1,630.07 ₹ 1,526.20 Statements), effluent disposal, and fees paid to contract works (classified as ‘manpower supply expenses’ in our Financial
Statements), amongst others; (b) administrative and general expenses, such as rents, salaries to directors, repairs and maintenance
Number of equity shares outstanding at the end of the period / year, after 124.51 112.69 expenses, electricity expenses, legal and professional charges, amongst others; (c) selling and distribution expenses, such as
adjustment of bonus issue (S) (number in MM) freight and selling expenses and commissions paid to selling agents, amongst others; and (d) other expenses, such as loan
Effect of dilutive potential equity shares - - processing fees and other documentation charges and bank charges, amongst others
Number of equity shares outstanding at the end of the period / year, after 124.51 112.69
adjustment of bonus issue (T) (number in MM) h. Other expenses: Other expenses comprise primarily of (a) manufacturing expenses, such as gas expenses, steam charges, diesel
expenses, water, fees paid to third party workers for solvent recovery services (classified as ‘job work charges’ in our Financial
Net Asset Value per Equity Share (basic) ₹ 99.96 34.33 Statements), effluent disposal, and fees paid to contract works (classified as ‘manpower supply expenses’ in our Financial
(U=L/S) (in ₹) Statements), amongst others; (b) administrative and general expenses, such as rents, salaries to directors, repairs and maintenance
expenses, electricity expenses, legal and professional charges, amongst others; (c) selling and distribution expenses, such as
Net Asset Value per Equity Share (diluted) 99.96 34.33 freight and selling expenses and commissions paid to selling agents, amongst others; and (d) other expenses, such as loan
(V=L/T) (in ₹) processing fees and other documentation charges and bank charges, amongst others
213 —— Management Discussion / Analysis Report Aether Industries Limited 214 —— Management Discussion / Analysis Report Aether Industries Limited
Operating Segment and Business Models - Our Company is exclusively engaged in the business of manufacturing of organic For the year ended March 31,
chemicals. As such, in accordance with Ind AS, our Company’s business is considered to constitute one single primary segment.
2023 2022
Geographic information - The geographic information analyses our revenues by our country of domicile and other countries for the
periods/years indicated. In presenting geographic information, revenue has been based on the location of the customers In ₹ MM ₹ in MM % of Total Income ₹ in MM % of Total Income
Income
Sales Value 2023 2022 Revenue from operations ₹ 6,510.74 97.52% 5,900.47 98.83%
India (including deemed exports) ₹ 3,871.43 ₹ 3,467.93 Other income ₹ 165.65 2.48% 69.74 1.17%
Rest of the World (including exports to SEZ) ₹ 2,639.31 ₹ 2,432.54 Total income ₹ 6,676.39 100.00% 5,970.21 100.00%
Expenses
Total ₹ 6,510.74 ₹ 5,900.47
Cost of materials consumed ₹ 3,796.14 58.31% 3,585.21 60.76%
Changes in inventories of finished goods and work-in-progress -₹ 622.76 -9.57% -704.88 -11.95%
The following table sets out the total carrying amount of assets as at March 31, 2023 and March 31, 2022, broken down by location of
Employee benefits expense ₹ 344.57 5.16% 270.44 4.53%
the assets.
Finance costs ₹ 50.93 0.76% 131.21 2.20%
Depreciation and amortization expenses ₹ 232.45 3.48% 154.87 2.59%
Non-current assets* As at March 31, 2023 As at March 31, 2022 Other expenses ₹ 1,130.27 16.93% 1,068.63 17.90%
India ₹ 1,066.06 ₹ 962.10 Total expenses ₹ 4,931.60 20.41% 4,505.48 75.47%
Rest of the World ₹ 1,523.75 ₹ 672.71 Profit before tax ₹ 1,744.79 26.13% 1,464.73 24.53%
Total ₹ 2,589.82 ₹ 1,634.80 Tax Expenses
Current tax 311.22 4.66% 338.73 5.07%
Deferred tax 129.39 1.94% 36.72 0.55%
Business models - We have three broad business models within our primary operating segment, which are (a) Large-Scale
Manufacturing of Specialty Chemicals, (b) Contract Manufacturing, and (c) Contract Research and Manufacturing Services (“CRAMS”), Total tax expenses 440.61 6.60% 375.45 6.29%
and our geographical segments: The following table sets out our revenue for each of the periods/fiscal years mentioned, broken down Profit for the year 1,304.17 19.53% 1,089.29 18.25%
by our three (3) business models.
“Others” represents sale of wastage material, as well as packing material and certain raw material no longer required in our production
activities.
Results of Operations - The following table sets forth our income statement data, the components of which are expressed as a
percentage of total income for the periods indicated, for our operations for Fiscal Year 2023 and Fiscal Year 2022.
215 —— Management Discussion / Analysis Report Aether Industries Limited 216 —— Management Discussion / Analysis Report Aether Industries Limited
Results of operations for the Fiscal 2023 compared with Fiscal 2022 For the year ended March 31, 2022
2023 2022 In ₹ MM
In ₹ MM FY ended March 31, FY ended March 31, Change (%) Product Revenue (₹ MM)* % of revenue from operations Qty. (KG in MM) Average selling price (₹ per KG)
Income 4MEP ₹ 1,650.33 27.97% 1.05 ₹ 1,566.02
Revenue from operations ₹ 6,510.74 ₹ 5,900.47 10.34% MMBC ₹ 588.49 9.97% 0.21 ₹ 2,786.42
Other income ₹ 165.65 ₹ 69.74 137.53% T2E ₹ 668.10 11.32% 0.38 ₹ 1,759.05
Total revenue ₹ 6,676.39 ₹ 5,970.21 11.83% BFA ₹ 623.15 10.56% 0.22 ₹ 2,873.66
Expenses CRAMS ₹ 479.05 8.12%
Cost of materials consumed ₹ 3,796.14 ₹ 3,585.21 5.88% Others ₹ 1,827.35 32.05% 2.12 ₹ 887.95
Changes in inventories of finished goods and work-in-progress -₹ 622.76 -₹ 704.88 -11.65%
Total ₹ 5,836.47 100.00% 3.98 ₹ 1,466.41
Employee benefits expenses ₹ 344.57 ₹ 270.44 27.41%
Finance costs * Revenue from others, is not considered in the above table
₹ 50.93 ₹ 131.21 -61.18%
Depreciation and amortization expenses ₹ 232.45 ₹ 154.87 50.09%
₹ 1,130.27 ₹ 1,068.63 5.77% Our revenue from operations increased by 10.34% from ₹ 5,900.47 MM in Fiscal Year 2022 to ₹ 6,510.74 MM in Fiscal Year 2023. This
Other expenses
increase can be primarily attributed to revenue generated from our sales of products under our Contract / Exclusive Manufacturing
Total expenses ₹ 4,931.60 ₹ 4,505.48 9.46% business, which increased by ₹ 831.40 MM, or 59.28%, from ₹ 1,402.39 MM in Fiscal Year 2022 to ₹ 2,233.79 MM in Fiscal Year
Profit before tax ₹ 1,744.79 ₹ 1,464.73 19.12% 2023, primarily due to an increase in total volume of products sold. Revenue generated from sales of products under our CRAMS
Tax expenses: business increased significantly by ₹ 337.54 MM, or 70.46%, from ₹479.05 MM in Fiscal Year 2022 to ₹ 816.59 MM in Fiscal Year
2023.
Current tax ₹ 311.22 ₹ 338.73 -8.12%
Deferred tax ₹ 129.39 ₹ 36.72 252.37% In terms of our top products, the increase in revenue generated from sales of products is principally due to (i) a 65.92% increase in
Total tax expenses ₹ 440.61 ₹ 375.45 17.36% revenue from the sales of MMBC, our top product, from ₹ 588.49 MM in Fiscal Year 2022 to ₹ 976.42 MM in Fiscal Year 2023, which
Profit for the year ₹ 1,304.17 ₹ 1,089.29 19.73% was the result of a 57.14% increase in sales volume and a 5.80% increase in the average selling price of such product, and (ii) a 70.46%
increase in revenue from CRAMS from ₹ 479.05 MM in Fiscal Year 2022 to ₹ 816.59 MM in Fiscal Year 2023.
Revenue from operations - Set forth below is a table showing our revenue from operations, sales volume (in MT) and average selling These increases were partially offset by (i) a 43.84% decrease in revenue from the sales of 4MEP from ₹ 1,650.33 MM in Fiscal Year
price (in ₹ per KG) for Fiscal Year 2023 and Fiscal Year 2022, broken down by product line : 2022 to ₹ 926.88 MM in Fiscal Year 2023, which was the result of 46.67% reduction in the volume for such product, (ii) a 25.39%
decrease in revenue from the sales of T2E from ₹ 668.10 MM in Fiscal Year 2022 to ₹ 498.47 MM in Fiscal Year 2023, which was the
result of 32.99% reduction in average selling price of the product. Moreover, the other products have shown an decreasing trend in
For the year ended March 31, 2023 volume and increase in average selling price in Fiscal Year 2023, compared to Fiscal Year 2022, which has also helped us achieve
growth in revenue from operations.
In ₹ MM
Other Income
Product Revenue (₹ MM)* % of revenue from operations Qty. (KG in MM) Average selling price (₹ per KG)
Our other income increased by 137.53% from ₹ 69.74 MM in Fiscal Year 2022 to ₹ 165.65 MM in Fiscal Year 2023. Such increase was
4MEP ₹ 926.88 14.24% 0.56 ₹ 1,640.76 primarily due to (i) an increase in income resulted from foreign exchange fluctuations from ₹ 18.37 MM in Fiscal Year 2022 to ₹ 36.65
MMBC ₹ 976.42 15.00% 0.33 ₹ 2,948.13 MM in Fiscal Year 2023, which was mainly the result of an appreciation of the foreign currencies against Indian Rupee and foreign
T2E exchange management by the Company;(ii) an increase in Service / Merchandise Exports from India Scheme (SEIS / MEIS) duty credit
₹ 498.47 7.66% 0.42 ₹ 1,178.72
given us by the Government from ₹ 21.65 MM in Fiscal Year 2022 to ₹ 24.54 MM in Fiscal Year 2023 as a result of our increased
BFA ₹ 925.45 14.21% 0.34 ₹ 2,704.57 exports, (iii) interest on FDs created out of Idle IPO funds, which helped us earn ₹ 74.23 MM in Fiscal Year 2023, which was ₹ 4.64 MM
CRAMS ₹ 816.59 12.55% only in Fiscal Year 2022 on normal FDs created for margin monies and (iii) income from mutual funds which increased from ₹ 3.22 MM
Others ₹ 2,263.48 36.34% 1.97 ₹ 1,220.51 in Fiscal Year 2022 to ₹ 8.55 MM in Fiscal Year 2023, mainly because of investment by the Company of idle funds from internal
accruals in Mutual Funds of short duration.
Total ₹ 6,407.29 100.00% 3.63 ₹ 1,766.26
Cost of Materials Consumed
* Revenue from others, is not considered in the above table Our cost of materials consumed increased by 5.88% from ₹ 3,585.21 MM in Fiscal Year 2022 to ₹ 3,796.14 MM in Fiscal Year 2023,
primarily due to an increase in the volume of products manufactured.
217 —— Management Discussion / Analysis Report Aether Industries Limited 218 —— Management Discussion / Analysis Report Aether Industries Limited
Change in inventories of finished goods and work-in-progress For the expansion projects that we intend to undertake, we will be utilizing a portion of the funds generated from this Issue along with a
mix of debt, fund raising from the public by means permitted by the regulators and internal accruals.
Our opening stock of (i) finished goods was ₹ 549.57 MM as at April 1, 2022, while it was ₹ 115.06 MM as at April 1, 2021 and (ii) work-
in-progress was ₹ 426.68 MM as at April 1, 2022, while it was ₹ 156.31 MM as at April 1, 2021.
Our closing stock of (i) finished goods was ₹ 536.19 MM as at March 31, 2023, while it was ₹ 549.57 MM as at March 31, 2022 and (ii) Liquidity - Our liquidity requirements arise principally from our operating activities, capital expenditures for construction of new facilities
work-in-progress was ₹1,062.81 MM as at March 31, 2023, while it was ₹ 426.68 MM as at March 31, 2022. and undertaking of new projects, the repayment of borrowings and debt service obligations. Historically, our principal sources of
The reduction in our change in inventories of finished goods and work-in-progress to ₹ 622.76 MM in Fiscal Year 2023 from ₹ 704.88 funding have included cash from operations, short-term and long-term borrowings from banks, overdraft facilities that are repayable on
MM in Fiscal Year 2022 was primarily as result of a increase in closing stock of work-in-progress by ₹ 636.13 MM and reduction in demand, cash and cash equivalents and equity and financing provided by our shareholders We have also entered into various revolving
closing inventory of finished goods by ₹ 13.37 MM as at March 31, 2023, respectively. credit and other working capital facilities, which provides sufficient liquidity for our requirements. In Fiscal Year 2023, Initial Public
Offering (IPO) done in June 2022, has also been a source of funding for the Company.
Finance Costs
Our finance costs reduced by 61.18% from ₹ 131.21 MM in Fiscal Year 2022 to ₹ 50.93 MM in Fiscal Year 2023, primarily because the Cash Flows
Company paid off all its Term Loans (taken from State Bank of India and HDFC Bank Ltd.) from the IPO proceeds, which it raised in June
2022. The Company at that time, had also zero down all the Working Capital Limits as well from the IPO proceeds. This has majorly In ₹ MM 2023 2022
helped the Company improve its PAT and PAT margin in Fiscal Year 2022.
Particulars As on March 31, 2023 As on March 31, 2023
Depreciation and Amortization Expense -₹ 65.52 -₹ 54.42
Net Cash generated from Operating Activities
Our depreciation and amortization expense increased by 50.09% from ₹ 154.87 MM in Fiscal Year 2022 to ₹ 232.45 MM in Fiscal Year
Net Cash (Used in) Investing Activities -₹ 3,484.13 -₹ 1,509.41
2023, primarily due to an increase in depreciation on plant and machinery installed in our new manufacturing unit/plant constructed on
our second manufacturing facility (Manufacturing Facility-2), which is in line with the increased operations. The increase is also Net Cash from/(Used in) Financing Activities ₹ 4,391.94 ₹ 1,688.37
attributable to the 16MW Solar Power Plant, which was commissioned in July 2022 and the Greenfield Manufacturing Unit (Site 3), Net Increase / (Decrease) in Cash and Cash Equivalents ₹ 842.29 ₹ 124.54
which was operational from Q4 of F23. Cash and Cash Equivalents at the beginning of the year ₹ 180.16 ₹ 55.63
Cash and Cash Equivalents at the end of the year ₹ 1,022.45 ₹ 180.16
Other expenses
Our other expenses increased by 4.02% from ₹ 1,086.63 MM in Fiscal 2022 to ₹ 1,130.27 MM in Fiscal Year 2023. The increase, was
Cash flows generated from operating activities
though not as much as increase in operations, mainly because of (i) reduction in electricity charges, which was due to the 16MW Solar
Power Plant, which was commissioned in July 2022 and which helped the Company lower this cost, (ii) reduction in job work charges, We had negative ₹ 65.52 MM net cash from operating activities during the Fiscal Year 2023. While our net profit before tax was ₹
as the Company is having dedicated SRP plant for the same. 1,744.79 MM, we had an operating profit before working capital changes of ₹ 1,949.15 MM, primarily due to adjustments for
depreciation and amortization expenses of ₹232.45 MM and finance costs of ₹ 50.93 MM, which were partially offset by net
unrealized foreign exchange loss, interest income and income from mutual funds amounting to ₹ 3.85 MM, ₹ 74.31 MM and ₹ 8.55
Profit before tax
MM, respectively. Our adjustments for working capital changes for the Fiscal Year 2022 primarily consisted of increases in trade
As a result of the foregoing, we recorded an increase of 19.12% in our profit before tax, which amounted to ₹ 1,744.79 MM in Fiscal Year receivables by ₹ 955.02 MM, inventories by ₹ 860.22 MM and other current assets by ₹ 152.35 MM, which were partially offset by a
2023, as compared to ₹ 1,464.73 MM in Fiscal Year 2022. decrease in current investments by ₹ 160.10 MM and an increase in trade payables by ₹ 116.64 MM. Our cash generated from
operating activities was ₹ 252.31 MM, adjusted by tax paid (net of refund) of ₹ 317.84 MM.
Tax expenses
Our tax expenses (current and deferred) increased by 17.36% from ₹ 375.45 MM in Fiscal Year 2022 to ₹ 440.61 MM in Fiscal Year We had negative ₹ 54.42 MM net cash from operating activities during the Fiscal Year 2022. While our net profit before tax was ₹
2023. Our effective tax rate in Fiscal Year 2023 and Fiscal Year 2022 was 25.25% and 25.63%, respectively. 1,464.73 MM, we had an operating profit before working capital changes of ₹ 1,735.62 MM, primarily due to adjustments for
depreciation and amortization expenses of ₹ 154.87 MM and finance costs of ₹ 131.21 MM, which were partially offset by net
unrealized foreign exchange gain, interest income and income from mutual funds amounting to ₹ 7.28 MM, ₹ 4.68 MM and ₹ 3.23 MM,
Profit for the period
respectively. Our adjustments for working capital changes for the Fiscal Year 2022 primarily consisted of increases in trade receivables
As a result of the foregoing, we recorded an increase of 19.73% in our profit for the year from ₹ 1,089.29 MM in Fiscal Year 2022 to ₹ of ₹ 552.40 MM, inventories of ₹ 780.16 MM and other current assets of ₹ 358.90 MM, which were partially offset by a decrease in
1,304.17 MM in Fiscal Year 2023. current investments of ₹ 50.79 MM and an increase in trade payables of ₹ 220.81 MM. Our cash generated from operating activities
was ₹ 284.03 MM, adjusted by tax paid (net of refund) of ₹ 338.45 MM.
Liquidity and Capital Resources
Capital Requirements - Our principal capital requirements are for payment of principal and interest on our borrowings, capital Cash flows used in investing activities
expenditure and working capital. Our principal source of funding has been and is expected to continue to be, cash generated from our Net cash used in investing activities was ₹ 3,484.13 MM in Fiscal Year 2023, primarily on account of ₹ 4,014.20 MM used for purchase
operations, supplemented by borrowings from banks and financial institutions and optimization of operating working capital. In Fiscal of fixed assets principally for Manufacturing Facility - 1 (R&D and Pilot Plant expansion to three times), Manufacturing Facility – 2
Year 2023, Initial Public Offering (IPO) done in June 2022, has also been a source of funding for the Company. For the Fiscal Year 2023 (normal CAPEX), Manufacturing Facility – 3 (New Greenfield Production unit commissioned in January 2023) and for the 16MW Solar
and Fiscal Year 2022, we met our funding requirements, including satisfaction of debt obligations, capital expenditure, investments, Power Plant installed and commissioned rom July 2022, offset by ₹ 447.72 reduced from Capital Work in Progress, which were
other working capital requirements, payouts to shareholders and other cash outlays, principally with funds generated from operations, capitalised in Fiscal Year 2023 and ₹ 82.86 due to income from Mutual Fund investments.
optimization of operating working capital with the balance met from external borrowings, borrowings from Promoters and a fundraising
by way of issuance of equity shares by way of Preferential Allotment of Shares and also Initial Public Offering (IPO).
219 —— Management Discussion / Analysis Report Aether Industries Limited 220 —— Management Discussion / Analysis Report Aether Industries Limited
Net cash used in investing activities was ₹ 1,509.41 MM in Fiscal Year 2022, primarily on account of ₹ 527.66 MM used for purchase of Financial Indebtedness
fixed assets principally for Manufacturing Facility – 1 and Manufacturing Facility – 2 for various requirements of capital expenditure to be
done for the plant at Manufacturing Facility – 2, expansion of R&D and Pilot Plant at Manufacturing Facility – 1, and ₹ 989.66 MM used
In ₹ MM 2023 2022
for capital work in progress and capital advance.
Indebtedness As of March 31 As of March 31
Cash flows generated from / (used in) financing activities
Short Term
Net cash used in financing activities in the Fiscal Year 2023 amounted to ₹ 4,391.94 MM, which primarily consisted of proceeds from
Secured Borrowings, comprising of ₹ 1.06 ₹ 1,183.42
Preferential allotment of shares in Pre-IPO phase amounting to ₹ 1,300.00 MM, proceeds from Initial Public Offering (IPO) amounting
to ₹ 6,270.00 MM, proceeds from allotments or vesting of ESOPs to employees amounting to ₹ 9.00 MM, which were offset by interest Loans repayable on demand ₹ 0.00 ₹ 890.16
paid in the amount of ₹ 50.93 MM, repayment of term loans to the banks amounting to ₹ 1,510.33 MM, zero down of working capital Bank term loans ₹ 0.00 ₹ 292.30
facilities amounting to ₹ 890.16 MM, repayment of unsecured loans from the promoters amounting to ₹ 449.20 MM. ₹ 1.06 ₹ 0.96
Bank vehicle loans
Net cash used in financing activities in the Fiscal Year 2022 amounted to ₹ 1,688.37 MM, which primarily consisted of proceeds from Unsecured Borrowing ₹ 0.00 ₹ 449.20
long-term borrowings in the amount of ₹ 267.63 MM and interest paid in the amount of ₹ 131.21 MM, proceeds from working capital Loans from Banks ₹ 0.00 ₹ 300.00
facilities in the amount of ₹ 177.62 MM, proceeds of other financial liabilities in the amount ₹ 1 9.03 MM and proceeds from the Loans from Promoters ₹ 0.00 ₹ 149.20
preferential allotment of Equity Shares of ₹ 1,031.80 MM.
Long Term
Capital and Other Commitments Secured Borrowings, comprising of ₹ 0.00 ₹ 1,218.13
As of March 31, 2023 and March 31, 2022, the estimated amount of contracts remaining to be executed on capital account not Bank term loans ₹ 0.00 ₹ 1,217.07
provided for was ₹ 184.68 MM and ₹ 426.64 MM, respectively. Bank vehicle loans ₹ 0.00 ₹ 1.06
Note :
The table below sets out an analysis of working capital and current ratio as at March 31, 2023 and March 31, 2022:
All the contingent liabilities, except the Income Tax Demands, are not 100% secured through cash margins placed with banks. The banks require 15% margin money on
bank guarantees and 15% margin money on LC facilities.
221 —— Management Discussion / Analysis Report Aether Industries Limited 222 —— Management Discussion / Analysis Report Aether Industries Limited
In ₹ MM As of March 31, 2023 As of March 31, 2022 Impact on profit before tax / pre- tax equity
Total Current Assets (A) ₹ 6,751.28 ₹ 4,097.90 In ₹ MM As at March 31, 2023 As at March 31, 2022
Total Current Liabilities (B) ₹ 940.00 ₹ 2,421.75
Increase by 50 basis points -₹ 14.18 -₹ 6.65
Working Capital (A-B) ₹ 5,811.28 ₹ 1,676.15
Decrease by 50 basis points ₹ 14.18 ₹ 6.65
Current Ratio 7.18 1.69
The table below sets out exposure to financial liabilities based on the contractual maturity as at the reporting date:
Reservations, Qualifications and Adverse Remarks Included in Financial Statements
There have been no reservations or qualifications or adverse remarks of our Statutory Auditors in the last three fiscal Years
In ₹ MM Carrying value Less than 1 Year More than 1 Year Total Off-Balance Sheet Arrangements
As at March 31, 2023 We do not have any off-balance sheet arrangements, derivative instruments or other relationships with other entities that would have
been established for the purpose of facilitating off-balance sheet arrangements.
Borrowings ₹ 1.06 ₹ 1.06 ₹ 0.00 ₹ 1.06
Trade payables ₹ 815.18 ₹ 814.52 ₹ 0.66 ₹ 815.18
Interest Rate Risk
Lease Liabilities ₹ 156.07 ₹ 10.76 ₹ 145.32 ₹ 156.08
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market
Other liabilities ₹ 96.92 ₹ 96.92 - ₹ 96.92
interest rates. The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s debt
As at March 31, 2022 obligations with floating interest rates. The Company manages its interest rates by selecting appropriate type of borrowings and by
negotiation with the bankers.
Borrowings ₹ 2,850.75 ₹ 1,632.62 ₹ 1,218.13 ₹ 2,850.75
The exposure of the borrowings (long-term and short-term) to interest rate changes at the end of the reporting period are as follows:
Trade payables ₹ 698.54 ₹ 697.58 ₹ 0.96 ₹ 698.54
Lease Liabilities ₹ 56.54 ₹ 5.85 ₹ 50.69 ₹ 56.54
Sensitivity analysis
Other liabilities ₹ 63.46 ₹ 63.46 - ₹ 63.46
In ₹ MM As at March 31, 2023 As at March 31, 2022
Foreign Exchange Rate Risk Total liabilities ₹ 1,353.08 ₹ 3,829.37
Changes in currency exchange rates influence our results of operations. A portion of our revenues, particularly relating to our export Less: cash and cash equivalents and bank balances ₹ 1,022.45 ₹ 180.16
sales, is denominated in currencies other than Indian Rupees. Similarly, a portion of our expenses, including cost of raw materials or
imported equipment, are denominated in currencies other than Indian Rupees. We do not enter into any hedging activities for our Net debt ₹ 330.63 ₹ 3,649.21
foreign currency positions. Total Equity ₹ 12,446.09 ₹ 3,868.88
Debt-equity ratio ₹ 0.03 ₹ 0.94
The table below sets out an analysis of unhedged foreign currency exposure:
In ₹ MM For the year ended March 31, 2023 For the year ended March 31, 2022 Related Party Transactions
We enter into various transactions with related parties. For further information see Financial Statements - Note 40.
Foreign currency Equivalent amount Foreign currency Equivalent amount
Particulars
(in MM) in rupees (₹ in MM) (in MM) in rupees (₹ in MM)
Significant Economic Changes
a. Financial Assets Other than as described above, to the knowledge of our management, there are no other significant economic changes that materially
Trade Receivables $ 18.54 ₹ 1,523.75 $ 8.88 ₹ 672.71 affect or are likely to affect income from continuing operations.
Balance with banks – in EEFC accounts $ 1.80 ₹ 148.30 $ 0.43 ₹ 32.40
b. Financial Liabilities Unusual or Infrequent Events of Transactions
Trade Payables $ 3.09 ₹ 254.16 $ 0.53 ₹ 40.16 None
c. Currency wise net exposure
Financial Assets – Financial Liabilities $ 17.25 $ 1,417.90 $ 8.77 $ 664.94
223 —— Management Discussion / Analysis Report Aether Industries Limited 224 —— Management Discussion / Analysis Report Aether Industries Limited
6
Financial
Statements
Audited Standalone
Financial Statements
Independent Auditor’s Report - Standalone
229 —— Standalone Financial Statements Aether Industries Limited 230 —— Standalone Financial Statements Aether Industries Limited
E. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like
regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to on behalf of the Ultimate Beneficiaries.
bear on our independence, and where applicable, related safeguards. (c) Based on the audit procedures that have been considered reasonable and appropriate in the circumstances performed by us
F. From the matters communicated with those charged with governance, we determine those matters that were of most on the Company and its subsidiaries which are companies incorporated in India whose financial statements have been audited
significance in the audit of the Financial Statements of the current period and are therefore the key audit matters We describe under the Act, nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of
these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely Rule 11(e), as provided under (a) and (b) above, contain any material misstatement.
• The company has not declared or paid any dividend during the year in accordance with section 123 of the Companies Act 2013”,
rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences Hence clause not applicable.
of doing so would reasonably be expected to outweigh the public interest benefits of such communication. • Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books of account using accounting software which
has a feature of recording audit trail (edit log) facility is applicable with effect from April 1, 2023 to the Company and its subsidiaries,
II. Report on Other Legal and Regulatory Requirements which are companies incorporated in India, and accordingly, reporting under Rule 11(g) of Companies (Audit and Auditors) Rules,
2014 is not applicable for the financial year ended March 31, 2023.
• With respect to the matters specified in paragraphs 3(xxi) and 4 of the Companies (Auditor’s Report) Order, 2020 (the “Order”/
1. As required by Section 143(3) of the Act, based on our audit we report that: “CARO”) issued by the Central Government in terms of Section 143(11) of the Act, to be included in the Auditor’s report, according
to the information and explanations given to us, and based on the CARO reports issued by us for the Company included in the
A. We have sought and obtained all the information and explanations which to the best of our knowledge and belief were standalone financial statements of the Company, to which reporting under CARO is applicable, we report that there are no
necessary for the purposes of our audit. qualifications or adverse remarks in these CARO reports.
B. In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our
examination of those books.
C. The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, Statement of Changes in Equity
III. Other Matters
and the Statement of Cash Flow dealt with by this Report are in agreement with the relevant books of account.
D. In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified under Section 133 of the Act, 1. Opening balance with respect to the financial information for the year ended March 31, 2023, included in these Financial
read with Rule 7 of the Companies (Accounts) Rules, 2014.
Statements, are based on audited Financial Statements for the year ended March 31, 2022, which has been approved by the
E. On the basis of the written representations received from the directors as on March 31, 2023 taken on record by the Board of
Directors, none of the directors is disqualified as on March 31, 2023 from being appointed as a director in terms of Section Company's Board of Directors on June 16, 2022.
164(2) of the Act.
F. With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of section 197(16) Our opinion is not modified in respect of this matter.
of the Act, as amended:
G. In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the
Company to its directors during the year is in accordance with the provisions of section 197 of the Act. For Birju S. Shah & Associates
H. With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Chartered Accountants | ICAI Firm Reg. No.: 131554W
Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to the explanations given
Birju S. Shah - Proprietor
to us:
• The companies forming part of the Group do not have any pending litigations which would impact the financial position of the Membership No.: 107086 | UDIN: 23107086BGVKZK5632
Group as at 31 March 2023
Place: Surat | Date: May 6, 2023
• The companies forming part of the Group did not have any long-term contracts including derivative contracts for which there
were any material foreseeable losses
• There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the companies
forming part of the Group
• (a) The respective Managements of the Company and its subsidiaries which are companies incorporated in India, whose
financial statements have been audited under the Act, have represented to us that, to the best of their knowledge and belief, no
funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from
borrowed funds or share premium or any other sources or kind of funds) by the Company or any of such subsidiaries to or in
any other person or entity, outside the Group, including foreign entity (“Intermediaries”), with the understanding, whether
recorded in writing or otherwise, that the Intermediary shall, directly or indirectly lend or invest in other persons or entities
identified in any manner whatsoever by or on behalf of the Company or any of such subsidiaries (“Ultimate Beneficiaries”) or
provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
• (b) The respective Managements of the Company and its subsidiaries which are companies incorporated in India, whose
financial statements have been audited under the Act, have represented to us that, to the best of their knowledge and belief, no
funds (which are material either individually or in the aggregate) have been received by the Company or any of such
subsidiaries from any person or entity, including foreign entity (“Funding Parties”), with the understanding, whether recorded in
writing or otherwise,
• that the Company or any of such subsidiaries shall, directly or indirectly, lend or invest in other persons or entities identified in
231 —— Standalone Financial Statements Aether Industries Limited 232 —— Standalone Financial Statements Aether Industries Limited
ANNEXURE A 3. Whether during the year, the Company has made investments in, provided any guarantee or security or granted any loans or
advances in the nature of loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or any other parties, if so.
TO THE AUDITORS’ REPORT During the audit period, the Company has floated a 100% Wholly Owned Subsidiary (Aether Speciality Chemicals Limited) and
invested in Equity of that subsidiary. The Company has a policy to give short term loans to the employees and proper
The Annexure referred to in our report to the members of AETHER INDUSTRIES LIMITED for the year ended March 31, 2023. documentation as well as policy of the Company has been followed.
On the basis of the information and explanation given to us during the course of our audit, we report that: A. Whether during the year the company has provided loans or provided advances in the nature of loans, or stood guarantee, or
provided security to any other entity [not applicable to companies whose principal business is to give loans], if so, indicate-
1. A. (a) Whether the company is maintaining proper records showing full particulars, including quantitative details and situation of
Property, Plant and Equipment; Yes, all the Capital Assets have been properly recorded containing details of quantity, situation and (a) the aggregate amount during the year, and balance outstanding at the balance sheet date with respect to such loans or
all other relevant particulars from which particular Asset can be identified. advances and guarantees or security to subsidiaries, joint ventures and associates; This particular clause is not applicable to the
Company for the audit period.
A. (b) Whether the company is maintaining proper records showing full particulars of intangible assets; Yes, the company is
following proper harmonized system to record its Fixed Assets which demonstrate full particulars of the Assets. (b) the aggregate amount during the year, and balance outstanding at the balance sheet date with respect to such loans or
advances and guarantees or security to parties other than subsidiaries, joint ventures and associates; This particular clause is not
B. Whether these Property, Plant and Equipment have been physically verified by the management at reasonable intervals; whether applicable to the Company for the audit period.
any material discrepancies were noticed on such verification and if so, whether the same have been properly dealt within the books
of account; Yes, all the capitalized Assets are physically verified by the management. B. Whether the investments made, guarantees provided, security given and the terms and conditions of the grant of all loans and
advances in the nature of loans and guarantees provided are not prejudicial to the company’s interest; No, the investment made in
C. Whether the title deeds of all the immovable properties (other than properties where the Company is the lessee and the lease WOS is not prejudicial to the interest of the Company.
agreements are duly executed in favour of the lessee) disclosed in the financial statements are held in the name of the company, if
not, provide the details thereof in the format below; Yes, the Company has leasehold titles of below mentioned in its name: C. In respect of loans and advances in the nature of loans whether the schedule of repayment of principal and payment of interest
1. Plot No. 8203, GIDC Sachin, Surat - 394230, Gujarat, India has been stipulated and whether the repayments or receipts are regular; In respect of loans provided to the employees of the
2. Plot No. 8202/1, GIDC Sachin, Surat - 394230, Gujarat, India Company, a proper schedule of the repayment of loans has been stipulated and and repayment or receipts are regular.
3. Plot No. 14 + 15, GIDC, Panoli, Bharuch - 394115 Gujarat, India
D. If the amount is overdue, state the total amount overdue for more than ninety days, and whether reasonable steps have been
D. Whether the Company has revalued its Property, Plant and Equipment (including Right of Use Assets) or intangible assets or both taken by the company for recovery of the principal and interest; This particular clause is not applicable to the Company for the audit
during the year and, if so, whether the revaluation is based on the valuation by a Registered valuer; specify the amount of change, if period.
change is 10% or more in the aggregate of the net carrying value of each class of Property, Plant and Equipment or intangible
assets; No, there is no revaluation in respect of Property, Plant and Equipment (including Right of Use assets) or intangible assets or E. Whether any loan or advance in the nature of loan granted which has fallen due during the year, has been renewed or extended
both has been made during the year. or fresh loans granted to settle the over dues of existing loans given to the same parties, if so, specify the aggregate amount of such
dues renewed or extended or settled by fresh loans and the percentage of the aggregate to the total loans or advances in the
E. Whether any proceedings have been initiated or are pending against the company for holding any benami property under nature of loans granted during the year [not applicable to companies whose principal business is to give loans]; This particular
the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made there under, if so, whether the Company has clause is not applicable to the Company for the audit period.
appropriately disclosed the details in its financial statements; No, there is no proceedings under the Benami Transaction
(Prohibition) Act, 1988 (45 of 1988) and rules made there under, if so, have been initiated or are pending against the company till F. Whether the company has granted any loans or advances in the nature of loans either repayable on demand or without
the audit period . specifying any terms or period of repayment, if so, specify the aggregate amount, percentage thereof to the total loans granted,
aggregate amount of loans granted to Promoters, related parties as defined in clause (76) of Section 2 of the Companies Act, 2013;
2. A. Whether physical verification of inventory has been conducted at reasonable intervals by the management and whether, in the This particular clause is not applicable to the Company for the audit period.
opinion of the auditor, the coverage and procedure of such verification by the management is appropriate; whether any
discrepancies of 10% or more in the aggregate for each class of inventory were noticed and if so, whether they have been properly 4. In respect of loans, investments, guarantees, and security, whether provisions of Sections 185 and 186 of the Companies Act have
dealt with in the books of account; Yes, Inventory (Including but not limited to Raw Material, Semi-Finished and Finished Goods) has been complied with, if not, provide the details thereof; Yes, the provisions of Section 185 and 186 have been duly complied with.
been properly verified by the management at reasonable intervals. No material discrepancies have been noticed during the course
of audit. The physical verification for March 31, 2023 was also attended by the auditors. 5. In respect of deposits accepted by the company or amounts which are deemed to be deposits, whether the directives issued by
the Reserve Bank of India and the provisions of Sections 73 to 76 or any other relevant provisions of the Companies Act and the
(a)B. Whether during any point of time of the year, the Company has been sanctioned working capital limits in excess of five crore rules made there under, where applicable, have been complied with, if not, the nature of such contraventions be stated; if an order
has been passed by Company Law Board or National Company Law Tribunal or Reserve Bank of India or any court or any other
rupees, in aggregate, from banks or financial institutions on the basis of security of current assets; whether the quarterly returns or
tribunal, whether the same has been complied with or not; This particular clause is not applicable to the Company for the audit
statements filed by the company with such banks or financial institutions are in agreement with the books of account of the period.
Company, if not, give details; Yes, the company has been sanctioned working capital limit exceeding five crores and quarterly
returns and statements are in conformity with the books of accounts of the Company.
233 —— Standalone Financial Statements Aether Industries Limited 234 —— Standalone Financial Statements Aether Industries Limited
6. Whether maintenance of cost records has been specified by the Central Government under sub-section (1) of Section 148 of the of Initial Public Offering (IPO) during the year and the monies so raised have been properly utilized towards the object clause of the
Companies Act and whether such accounts and records have been so made and maintained; Yes, the Company has maintained offer document filed by the Company with SEBI and ROC .
proper cost records within the premises.
B. Whether the company has made any preferential allotment or private placement of shares or convertible debentures (fully,
7. A. Whether the company is regular in depositing undisputed dues included Goods and Services Tax, Provident Fund, Employees’ partially or optionally convertible) during the year and if so, whether the requirements of Section 42 and Section 62 of the
State Insurance, Income-tax, Sales-tax, Service tax, duty of customs, duty of excise, Value Added Tax, cess and any other Companies Act, 2013 have been complied with and the funds raised have been used for the purposes for which the funds were
statutory dues to the appropriate authorities and if not, the extent of the arrears of outstanding statutory dues as on the last day of raised, if not, provide details in respect of amount involved and nature of non-compliance; The company has made preferential
the financial year concerned for a period of more than six months from the date they became payable, shall be indicated; Yes, all allotment or private placement of shares but not of convertible debentures (fully, partially or optionally convertible) during the year.
the statutory dues including GST, PF, ESI, Income Tax, custom duty, etc. have been deposited at regular intervals well within the The provision of Section 42 and Section 62 of the Companies Act, 2013 has been duly complied with.
due dates, during the audit period.
11. A. Whether any fraud by the company or any fraud on the company has been noticed or reported during the year, if yes, the nature
B. Where statutory dues referred to in sub-clause (a) have not been deposited on account of any dispute, then the amounts and the amount involved is to be indicated; No such kind of instances have been noticed during the course of audit.
involved and the forum where dispute is pending shall be mentioned (a mere representation to the concerned Department shall not
be treated as a dispute); There are appeals pending in income tax for the Fiscal Years 2019-20. The disputed demand of ₹ B. Whether any report under sub-section (12) of Section 143 of the Companies Act has been filed by the auditors in Form ADT-4 as
1,49,004 for A.Y. 2017-18, ₹ 9,36,080 for A.Y. 2018-19 and ₹ 9,97,156 for AY 2020-21 are outstanding. prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government; No.
8. Whether any transactions not recorded in the books of account have been surrendered or disclosed as income during the year in C. Whether the auditor has considered whistle-blower complaints, if any, received during the year by the company; No such kind of
the tax assessments under the Income Tax Act, 1961 (43 of 1961), if so, whether the previously unrecorded income has been instances have been noticed during the course of audit.
properly recorded in the books of account during the year; No such instances have been found.
12. A. Whether the Nidhi Company has complied with the Net Owned Funds to Deposits in the ratio of 1 20 to meet out the liability; This
9. A. Whether the company has defaulted in repayment of loans or other borrowings or in the payment of interest thereon to any particular clause is not applicable to the Company for the audit period.
lender, if yes, the period and the amount of default to be reported as per the format below:
B. Whether the Nidhi Company is maintaining ten percent unencumbered term deposits as specified in the Nidhi Rules, 2014 to
meet out the liability; This particular clause is not applicable to the Company for the audit period.
Nature of borrowing, Name of lender* Amount not paid on Whether principal No. of days Remarks,
including debt securities due date or interest delay or unpaid if any C. Whether there has been any default in payment of interest on deposits or repayment thereof for any period and if so, the details
thereof; This particular clause is not applicable to the Company for the audit period.
NA NA - - - - 13. Whether all transactions with the related parties are in compliance with Sections 177 and 188 of Companies Act where applicable
and the details have been disclosed in the financial statements, etc., as required by the applicable accounting standards; Yes, the
*lender wise details to be provided in case of defaults to banks, financial institutions and Government provisions of Section 177 and 188 of the Companies Act, 2013 has been duly complied by the Company and has also been duly
disclosed in the financial statements as required by Ind AS 24.
B. Whether the company is a declared wilful defaulter by any bank or financial institution or other lender; No
14. A. Whether the company has an internal audit system commensurate with the size and nature of its business; Yes, the Company
C. Whether term loans were applied for the purpose for which the loans were obtained; if not, the amount of loan so diverted and has adequate internal audit system which commensurate with the size and nature of its business.
the purpose for which it is used may be reported; Yes, disbursed amount of sanction for term loans have been utilized for the
purpose for which the same has been sanctioned and obtained. Further, during the year under audit, the Company has paid off all B. Whether the reports of the Internal Auditors for the period under audit were considered by the statutory auditor; Yes, the internal
the Term Loans from the IPO proceeds and then not availed any further term loans. auditor’s report has been duly considered by the statutory auditors.
D. Whether funds raised on short term basis have been utilised for long term purposes, if yes, the nature and amount to be 15. Whether the company has entered into any non-cash transactions with Directors or persons connected with him and if so, whether
indicated; No. the provisions of Section 192 of Companies Act have been complied with; The Company has not entered into any non-cash
transactions with any Directors or persons connected with them.
E. Whether the Company has taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries,
associates or joint ventures, if so, details thereof with nature of such transactions and the amount in each case; No, the Company 16. A. Whether the company is required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934 (2 of 1934) and if
has not taken any fund for the stated purpose. so, whether the registration has been obtained; This particular clause is not applicable to the Company for the audit period.
F. Whether the company has raised loans during the year on the pledge of securities held in its subsidiaries, joint ventures or B. Whether the company has conducted any Non-Banking Financial or Housing Finance activities without a valid Certificate of
associate companies, if so, give details thereof and also report if the company has defaulted in repayment of such loans raised; No, Registration (CoR) from the Reserve Bank of India as per the Reserve Bank of India Act, 1934; This particular clause is not applicable
the Company has not taken any fund for the stated purpose. to the Company for the audit period.
10.A. Whether moneys raised by way of initial public offer or further public offer (including debt instruments) during the year were C. Whether the company is a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India, if
applied for the purposes for which those are raised, if not, the details together with delays or default and subsequent rectification, if so, whether it continues to fulfil the criteria of a CIC, and in case the company is an exempted or unregistered CIC,
any, as may be applicable, be reported; Yes, the Company has raised monies by way
235 —— Standalone Financial Statements Aether Industries Limited 236 —— Standalone Financial Statements Aether Industries Limited
:
1. whether it continues to fulfil such criteria; This particular clause is not applicable to the Company for the audit period. ANNEXURE B
2. D. Whether the Group has more than one CIC as part of the Group, if yes, indicate the number of CICs which are part of the Group; TO THE AUDITORS’ REPORT
This particular clause is not applicable to the Company for the audit period.
Report on the Internal Financial Controls under Clause (i) of sub-section 3 of Section 143 of the Companies Act, 2013 (“the
17. Whether the company has incurred cash losses in the financial year and in the immediately preceding financial year, if so, state the Act”)
amount of cash losses; No, the Company has not incurred any cash losses in the financial year and in the immediately preceding
financial year. We have audited the internal financial controls over financial reporting of AETHER INDUSTRIES LIMITED (“The Company”) as of
March 31, 2023 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.
18. Whether there has been any resignation of the statutory auditors during the year, if so, whether the auditor has taken into
consideration the issues, objections or concerns raised by the outgoing auditors; No, there is no resignation of statutory auditors Management’s Responsibility for Internal Financial Controls
during the year.
The Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control
over financial reporting criteria established by the Company considering the essential components of internal control stated in the
19. On the basis of the financial ratios, ageing and expected dates of realisation of financial assets and payment of financial liabilities,
Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of
other information accompanying the financial statements, the auditor’s knowledge of the Board of Directors and management
India (‘ICAI’). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that
plans, whether the auditor is of the opinion that no material uncertainty exists as on the date of the audit report that company is
were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company’s policies,
capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the
the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting
balance sheet date; Yes, as per the substantive analytical procedures, the Company is in position to meet its liabilities, which exist
records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.
on the date of balance sheet and when they fall due within a period of one year from the date of balance sheet.
Auditors’ Responsibility
20.A. Whether, in respect of other than ongoing projects, the company has transferred unspent amount to a Fund specified in
Schedule VII to the Companies Act within a period of six months of the expiry of the financial year in compliance with second Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We
proviso to sub-section (5) of Section 135 of the said Act; Yes, the company has duly complied with the provisions of Section 135 of conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the
the companies act, 2013. “Guidance Note”) and the Standards on Auditing, issued by ICAI and deemed to be prescribed under Section 143(10) of the
Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial
21.B. Whether any amount remaining unspent under sub-section (5) of Section 135 of the Companies Act, pursuant to any ongoing Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we
comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal
project, has been transferred to special account in compliance with the provision of sub-section (6) of Section 135 of the said Act;
financial controls over financial reporting was established and maintained and if such controls operated effectively in all material
This particular clause is not applicable to the Company for the audit period. respects.
21. Whether there have been any qualifications or adverse remarks by the respective auditors in the Companies (Auditor's Report) Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over
Order (CARO) reports of the companies included in the consolidated financial statements, if yes, indicate the details of the financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing
companies and the paragraph numbers of the CARO Report containing the qualifications or adverse remarks. This particular
and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected
clause is not applicable to the Company for the audit period. depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements,
whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the
Company’s internal financial controls system over financial reporting.
For Birju S. Shah & Associates
Chartered Accountants | ICAI Firm Reg. No.: 131554W
Meaning of Internal Financial Controls over Financial Reporting
Birju S. Shah - Proprietor A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the
Membership No.: 107086 | UDIN: 23107086BGVKZK5632
reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. A company's internal financial control over financial reporting includes those policies and
Place: Surat | Date: May 6, 2023 procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect
the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that
receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of
the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or
disposition of the company's assets that could have a material effect on the financial statements.
237 —— Standalone Financial Statements Aether Industries Limited 238 —— Standalone Financial Statements Aether Industries Limited
Inherent Limitations of Internal Financial Controls over Financial Reporting ANNEXURE l
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or
improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, STANDALONE STATEMENT OF ASSETS AND LIABILITIES
projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the
( All amounts in Indian Rupees millions, unless otherwise stated )
internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of
compliance with the policies or procedures may deteriorate.
Assets
Opinion
2023 2022
In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and
such internal financial controls over financial reporting were operating effectively as at March 31, 2023; based on the internal control In ₹ MM Notes As at March 31, As at March 31,
over financial reporting criteria established by the Company considering the essential components of internal control stated in the
Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of Non-current assets
India. Property, plant and equipment 3 ₹ 5,333.54 ₹ 2,355.28
Capital work-in-progress 4 ₹ 371.66 ₹ 577.42
Right-of-use assets 5 ₹ 1,122.55 ₹ 211.21
For Birju S. Shah & Associates
Chartered Accountants | ICAI Firm Reg. No.: 131554W Other intangible assets 6 ₹ 5.83 ₹ 4.49
Financial assets
Birju S. Shah - Proprietor ₹ 2.60 ₹ 2.09
I. Investments 7
Membership No.: 107086 | UDIN: 23107086BGVKZK5632
II. Other financial assets 8 ₹ 27.01 ₹ 23.20
Place: Surat | Date: May 6, 2023 Other non-current assets 9 ₹ 184.68 ₹ 426.64
Total non-current assets ₹ 7,047.88 ₹ 3,600.34
Current assets
Inventories 10 ₹ 2,487.66 ₹ 1,627.44
Financial assets
1. Investments 11 ₹ 10.01 ₹ 170.11
2. Trade receivables 12 ₹ 2,589.82 ₹ 1,634.80
3. Cash and cash equivalents 13 ₹ 708.64 ₹ 33.39
4. Bank balances other than (iii) above 14 ₹ 313.81 ₹ 146.77
5. Loans 15 ₹ 11.38 ₹ 8.36
6. Other financial assets 16 ₹ 3.27 ₹ 2.70
Other current assets 17 ₹ 626.69 ₹ 474.34
Total current assets ₹ 6,751.28 ₹ 4,097.90
Total assets ₹ 13,799.16 ₹ 7,698.25
239 —— Standalone Financial Statements Aether Industries Limited 240 —— Standalone Financial Statements Aether Industries Limited
ANNEXURE ll
STANDALONE STATEMENT OF PROFIT AND LOSS
( All amounts in Indian Rupees millions, unless otherwise stated )
For Birju S. Shah & Associates For and behalf of Board of Directors For Birju S. Shah & Associates For and behalf of Board of Directors
Chartered Accountants | ICAI Firm Reg. No.: 131554W Chartered Accountants | ICAI Firm Reg. No.: 131554W
Aether Industries Limited CIN: L24100GJ2013PLC073434 Aether Industries Limited CIN: L24100GJ2013PLC073434
Birju S. Shah - Proprietor Ashwin Desai - Managing Director DIN: 00038386 Birju S. Shah - Proprietor Ashwin Desai - Managing Director DIN: 00038386
Membership No.: 107086 | UDIN: 23107086BGVKZK5632 Rohan Desai - Whole Time Director DIN: 00038379 Membership No.: 107086 | UDIN: 23107086BGVKZK5632 Rohan Desai - Whole Time Director DIN: 00038379
Place: Surat | Date: May 6, 2023 Faiz Nagariya - Chief Financial Officer PAN: ADBPN8514G Place: Surat | Date: May 6, 2023 Faiz Nagariya - Chief Financial Officer PAN: ADBPN8514G
Chitrarth Parghi - Company Secretary Mem. No.: F12563 Chitrarth Parghi - Company Secretary Mem. No.: F12563
Place: Surat | Date: May 6, 2023 Place: Surat | Date: May 6, 2023
241 —— Standalone Financial Statements Aether Industries Limited 242 —— Standalone Financial Statements Aether Industries Limited
ANNEXURE lll
STANDALONE STATEMENT OF CHANGES IN EQUITY
( All amounts in Indian Rupees millions, unless otherwise stated )
Utilized for the issue of Bonus Shares Birju S. Shah - Proprietor Ashwin Desai - Managing Director DIN: 00038386
(Bonus Equity Shares issued in the Ratio 1 10) -₹ 234.62 -₹ 775.24 -₹ 1,009.86 Membership No.: 107086 | UDIN: 23107086BGVKZK5632 Rohan Desai - Whole Time Director DIN: 00038379
Preferential Allotment of Shares (1607160 Equity Shares of ₹
Place: Surat | Date: May 6, 2023 Faiz Nagariya - Chief Financial Officer PAN: ADBPN8514G
10 each at a Premium of ₹ 632 per share) ₹ 1,015.73 ₹ 1,015.73
Chitrarth Parghi - Company Secretary Mem. No.: F12563
Shares based payment options outstanding (ESOPs valuation) ₹ 5.96 ₹ 5.96
Balance at March 31, 2022 ₹ 5.96 ₹ 1,015.73 ₹ 1,720.29 ₹ 2,741.97 Place: Surat | Date: May 6, 2023
243 —— Standalone Financial Statements Aether Industries Limited 244 —— Standalone Financial Statements Aether Industries Limited
:
ANNEXURE lV
STANDALONE STATEMENT OF CASH FLOWS
( All amounts in Indian Rupees millions, unless otherwise stated )
Particulars For the Year ended For the Year ended Particulars For the Year ended For the Year ended
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
A. Cash flow from operating activities C. Cash flows from financing activities
Profit before tax ₹ 1,744.79 ₹ 1,464.73
Proceeds / (Repayment) from long-term borrowings -₹ 1,510.33 ₹ 267.63
Adjustments to reconcile profit before tax to net cash flows:
Proceeds / (Repayment) of borrowings (Unsecured) -₹ 449.20 ₹ 323.50
Net unrealised foreign exchange (gain)/loss ₹ 3.85 -₹ 7.28
Proceeds / (Repayment) from working capital facilities (net) -₹ 890.16 ₹ 177.62
Finance costs ₹ 50.93 ₹ 131.21
Preferential allotment of Shares ₹ 1,300.00 ₹ 1,031.80
Interest income -₹ 74.31 -₹ 4.68
Income from Mutual Funds -₹ 8.55 -₹ 3.23 IPO - allotment of Shares ₹ 6,270.00 -
Depreciation and amortisation expenses ₹ 232.45 ₹ 154.87 ESOPs - allotment of Shares ₹ 9.00 -
Operating profit before working capital changes ₹ 1,949.15 ₹ 1,735.62 IPO Expenses -₹ 319.91 -
Movement in working capital Proceeds / (Repayment) of Other Financial liabilities ₹ 33.46 ₹ 19.03
(Increase) / Decrease in trade receivables -₹ 955.02 -₹ 552.40 Interest paid -₹ 50.93 -₹ 131.21
(Increase) / Decrease in current investments ₹ 160.10 ₹ 50.79
Net cash used in financing activities ( C ) ₹ 4,391.94 ₹ 1,688.37
(Increase) / Decrease in inventories -₹ 860.22 -₹ 780.16
Net increase / (decrease) in Cash and cash equivalents (A+B+C) ₹ 842.29 ₹ 124.54
(Increase) / Decrease in other current assets -₹ 152.35 -₹ 358.90
Effect of exchange differences on account of foreign
(Increase) / Decrease in other financial assets -₹ 7.40 -₹ 5.29 - -
currency Cash and cash equivalents
Increase / (Decrease) in trade payables ₹ 116.64 ₹ 220.81
Cash and cash equivalents at the beginning of the period / year ₹ 180.16 ₹ 55.63
Increase / (Decrease) in other current liabilities ₹ 1.41 -₹ 26.45
Cash generated from operations ₹ 252.31 ₹ 284.03 Cash and cash equivalents at the end of the period / year ₹ 1,022.45 ₹ 180.16
Net income tax (paid) -₹ 317.84 -₹ 338.45 Notes : 1. Cash and cash equivalents include
Net cash from operating activities (A) -₹ 65.52 -₹ 54.42 Cash on hand ₹ 1.07 ₹ 0.98
B. Cash flows from investing activities Balances with bank
Purchase of property, plant and equipment -₹ 4,014.20 -₹ 527.66
- Current accounts ₹ 1.61 ₹ 0.01
Capital work in progress and capital advance 447.72 -₹ 989.66
Dividend from current investments ₹ 82.86 ₹ 7.90
- EEFC accounts ₹ 148.30 ₹ 32.40
The above cash flow statement has been prepared under the 'Indirect Method' set out in Ind AS 7 - on Statement of Cash Flows as notified under Companies (Accounts)
Rules, 2015.
245 —— Standalone Financial Statements Aether Industries Limited 246 —— Standalone Financial Statements Aether Industries Limited
ANNEXURE V
SIGNIFICANT ACCOUNT POLICIES
Significant non-cash movement in investing and financing activities (All amounts in Indian Rupees millions, unless otherwise stated)
247 —— Standalone Financial Statements Aether Industries Limited 248 —— Standalone Financial Statements Aether Industries Limited
amended and other relevant provisions of the Act. C. Current and non-current classification of assets and that have a significant risk of resulting in a material date measured as per the Previous GAAP and use that carrying
liabilities adjustment, assumptions and estimation uncertainties are value as its deemed cost of the PPE as on the transition date.
Effective April 1, 2018, the Company has adopted all the Ind AS The Standalone Assets and Liabilities and the Standalone provided here, whereas the quantitative break-ups for the
and the adoption has been carried out in accordance with Ind AS Statement of Profit and Loss, including related notes, are same are provided in the notes mentioned below: Property, plant and equipment are stated at cost less
101, First Time Adoption of Indian Accounting Standards, with prepared and presented as per the requirements of Schedule - Note 3 and Note 6: Useful life of depreciable assets, accumulated depreciation and accumulated impairment losses.
April 1, 2018 as the transition date. The transition was carried out III (Division II) to the Companies Act, 2013. All assets and Property, Plant and Equipment and Other Intangible Assets. Cost includes purchase price (after deducting trade discount /
from Indian Accounting Principles generally accepted in India as liabilities have been classified and disclosed as current or - Note 12: Impairment of trade receivables. rebate), non-refundable import duties and taxes, cost of
prescribed under Section 133 of the Act, which was the previous non-current as per the Company’s normal operating cycle - Note 10: Valuation of Inventories. replacing the component parts, borrowing costs and other
GAAP. and other criteria set out in Schedule III. Based on the nature - Note 36: Recognition of tax expenses including deferred directly attributable cost to bringing the asset to the location and
of products and the time between the acquisition of assets for tax. condition necessary for it to be capable of operating in the
A. Basis of Preparation processing and their realization into cash and cash - Note 38: Recognition of contingencies, key assumptions manner intended by management.
equivalents, the Company has ascertained its operating cycle about the likelihood and magnitude of outflow of resources.
(i) The Audited Standalone Ind AS Statement of Assets and
as twelve months for the purpose of current - non current - Note 45: Defined benefit obligation, key actuarial Spare parts procured along with the Plant and Equipment or
Liabilities of the Company as at March 31, 2023 and March
classification of assets and liabilities. assumptions. subsequently having value of ₹50,000 or more individually which
31, 2022 respectively and the Audited Standalone Ind AS
meets the recognition criteria of PPE are capitalized and added to
Statement of Profit and Loss, Audited Standalone Ind AS
Statement of Changes in Equity and Audited Standalone Ind D. Functional and presentation currency Going concern assumptions the carrying amount of such items. The carrying amount of those
The functional and presentation currency in these Standalone spare parts that are replaced are de-recognized when no future
AS Statement of Cash Flows for the year ended March 31, These Standalone Financial Statements have been prepared on
Financial Statements is ₹ (INR) and all amounts are rounded economic benefits are expected from their use or upon disposal.
2023 and March 31, 2022 respectively (hereinafter a going concern basis. The management has, given the
to nearest MM, up to 2 decimal places, unless otherwise If the cost of the replaced part is not available, the estimated cost
collectively referred to as “Ind AS Financial Information”) have significant uncertainties arising out of the various situations,
stated. of similar new parts is used as an indication of what the cost of
been prepared as per the Ind AS as prescribed under Section assessed the cash flow projections and available liquidity for a
the existing part was when the item was acquired.
133 of the Act read with the Companies (Indian Accounting period of at least twelve months from the date of this Standalone
Standards) Rules, 2015, as amended and other relevant E. Use of judgements, estimates and assumptions Financial Statements. Based on this evaluation, management
An item of PPE is de-recognised on disposal or when no future
provisions of the Act as amended from time to time. The preparation of Standalone Financial Statements in believes that the Company will be able to continue as a "going
economic benefits are expected from use. Any profit or loss
conformity with Ind AS requires the management to make concern" in the foreseeable future and for a period of at least
arising on the de-recognition of an item of property, plant and
(ii) The audited standalone financial statements of the Company judgements, estimates and assumptions that affect the twelve months from the date of these Financial Statements
equipment is determined as the difference between the net
as at and for the year ended March 31, 2023 prepared in reported amounts of revenue, expenses, current assets, non- based on the following :
disposal proceeds and the carrying amount of the asset and is
accordance with recognition and measurement principles current assets, current liabilities, non-current liabilities and the recognized in Standalone Statement of Profit and Loss.
under Indian Accounting Standard (‘Ind AS’) 34 "Interim disclosure of the contingent liabilities on the date of the - Expected future operating cash flows based on business
Financial Reporting", specified under Section 133 of the Act preparation of Standalone Financial Statements. Such projections, and
Subsequent costs
and other accounting principles generally accepted in India, estimates are on a reasonable and prudent basis considering - Available credit facilities with its bankers
which have been approved by the Board of Directors at their all available information, however due to uncertainties about The cost of replacing a part of an item of property, plant and
meeting held on May 6, 2023. these judgements, estimates and assumptions, the actual Based on the above factors, the management has concluded equipment is recognised in the carrying amount of the item if it is
results could differ from those estimates. Information about that the "going concern" assumption is appropriate. Accordingly, probable that the future economic benefits embodied within the
(iii) The Board of Directors approved the Standalone Financial each of these estimates and judgements is included in the Standalone Financial Statements do not include any part will flow to the Company and its cost can be measured
Statements as per the Ind AS, for the year ended on March relevant notes. Any revision to accounting estimates is adjustments regarding the recoverability and classification of the reliably. The carrying amount of the replaced part is de-
31, 2023 along with Standalone Financial Statements for the recognised prospectively in current and future periods. carrying amount of assets and classification of liabilities that recognised. The cost of the day-to-day servicing the property,
year ended March 31, 2022 and authorised to issue the same might result, should the Company be unable to continue as a plant and equipment are recognised in the Standalone Statement
vide resolution passed in the Board Meeting held on May 6, going concern. of Profit and Loss as incurred.
Judgements
2023.
Information about judgements made in applying accounting Reclassification Disposal
B. Basis of measurement policies that have the most significant effects on the amounts
The Company reclassifies comparative amounts, unless An item of property, plant and equipment is de-recognised upon
recognised in the Standalone Financial Statements is
The Standalone Financial Statements have been prepared on impracticable and whenever the Company changes the the disposal or when no future benefits are expected from its use
included in the following notes:
historical cost basis considering the applicable provisions of presentation or classification of items in its standalone financial or disposal. Gains and losses on disposal of an item of property,
Companies Act 2013. The exceptions to the same are : statements materially. No such material reclassification has been plant and equipment are determined by comparing the proceeds
Note Nos. 42 & 43-classification of financial assets:
made during the year. from disposal with the carrying amount of property, plant and
assessment of business model within which the assets are
- certain financial assets and liabilities (including derivative equipment, and are recognised net within other income /
held and assessment of whether the contractual terms of the
instruments) that are measured at fair value; and 2.2 Property, Plant And Equipment expenses in the Standalone Statement of Profit and Loss.
financial assets are solely payments of principal and interest
- net defined benefit (asset) / liability that are measured at fair
on the principal amount outstanding. Recognition and measurement
value of plan assets less present value of define benefit
obligations. The Company has elected to continue with the carrying value of
Assumptions and estimation uncertainties
Property, Plant and Equipment (‘PPE’) recognised as of transition
Information about assumptions and estimation uncertainties
249 —— Standalone Financial Statements Aether Industries Limited 250 —— Standalone Financial Statements Aether Industries Limited
Depreciation losses are recognised in the Standalone Statement of Profit The management has estimated the useful life of the The Company uses valuation techniques those are
The depreciable amount of an asset is determined after and Loss. Intangible Assets as mentioned below: appropriate in the circumstances and for which sufficient data
deducting its residual value. Where the residual value of an asset are available to measure fair value, maximizing the use of
increases to an amount equal to or greater than the asset’s If at the balance sheet date there is an indication that a ASSET CLASS Years relevant observable inputs and minimizing the use of
carrying amount, no depreciation charge is recognised till the previously assessed impairment loss no longer exists, an unobservable inputs.
Software & Licenses 6
asset’s residual value decreases below the asset’s carrying impairment loss is reversed only to the extent that the asset's Trade Marks 4
amount. Depreciation of an asset begins when it is available for All financial assets and financial liabilities for which fair value is
carrying amount does not exceed the carrying amount that Other Assets 4 measured or disclosed in the Standalone Financial
use, i.e., when it is in the location and condition necessary for it to would have been determined, net of depreciation or
be capable of operating in the intended manner. Depreciation of Statements are categorized within the fair value hierarchy,
amortisation, if no impairment loss had been recognised. Amortisation method, useful lives and residual values are described as follows, based on the lowest level input that is
an asset ceases at the earlier of the date that the asset is
classified as held for sale in accordance with Ind AS 105 and the reviewed at the end of each financial year and adjusted if significant to the fair value measurement as a whole.
date that the asset is de-recognised. 2.3 Intangible Assets appropriate.
B. Subsequent Measurement
Recognition and measurement
The management has estimated the useful life of the Intangible assets are assessed for impairment whenever there is For purposes of subsequent measurement financial assets
Tangible Assets as mentioned below Intangible assets are recognised when the asset is identifiable, is an indication that the intangible asset may be impaired. are classified in three categories:
within the control of the Company, it is probable that the future
ASSET CLASS Years economic benefits that are attributable to the asset will flow to Disposal - Financial assets measured at amortized cost
Factory Building 30 the Company and cost of the asset can be reliably measured.
Gains or losses arising from de-recognition of an intangible asset - Financial assets at fair value through OCI
Other Building 10 are measured as the difference between the net disposal - Financial assets at fair value through profit or loss
Intangible assets acquired separately are measured on initial
Plant & Machinery 20 recognition at cost. The cost of intangible assets acquired in a proceeds and the carrying amount of the asset and are
Plant & Machinery (Pipelines) 15 business combination is their fair value at the date of acquisition. recognised in the Standalone Statement of Profit and Loss when C. Financial assets measured at amortized cost
Intangible assets acquired by the Company that have finite useful the asset is de-recognized. Financial assets are measured at amortized cost if the
Office Equipment 5
lives are measured at cost less accumulated amortisation and financials asset is held within a business model whose
Factory Equipment 10 2.4 Financial Assets
any accumulated impairment losses. Intangible assets with objective is to hold financial assets in order to collect
Computer Equipment (Servers & Networks) 6 indefinite useful lives are not amortised, but are tested for contractual cash flows and the contractual terms of the
A. Fair Value assessment
Computer Equipment (Others) 3 impairment annually, either individually or at the cash-generating financial asset give rise on specified dates to cash flows that
unit level. Fair value is the price that would be received to sell an asset are solely payments of principal and interest on the principal
Other Equipment 10
or paid to transfer a liability in an orderly transaction between amount outstanding. These financials assets are amortized
Furniture & Fixtures 10 market participants at the measurement date, regardless of
Expenditure on Research activities is recognised in the statement using the effective interest rate (‘EIR’) method, less
Vehicle Equipment 8 of Standalone Profit and Loss, as incurred. Development whether that price is directly observable or estimated using impairment. Amortized cost is calculated by taking into
expenditure is capitalised only if the expenditure can be another valuation technique. account any discount or premium on acquisition and fees or
Impairments of non-financial assets
measured reliably, the product or process is technically and costs that are an integral part of the EIR. The EIR amortization
The Company assesses at each balance sheet date whether commercially feasible, future economic benefits are probable, In estimating the fair value of an asset or a liability, the is included in finance income in the Standalone Statement of
there is any indication that an asset or cash generating unit and the Company intends to complete development and to use Company takes into account the characteristics of asset and Profit and Loss. The losses arising from impairment are
(CGU) may be impaired. Indefinite life intangibles are subject to a or sell the asset. liability if market participants would take those into recognized in the Standalone Statement of Profit and Loss.
review for impairment annually or more frequently if events or consideration. Fair value for measurement and / or disclosure
circumstances indicate that it is necessary. If any such indication Intangible assets which comprise of the development purposes in these Standalone Financial Statements is D. Financial assets at fair value through OCI (‘FVTOCI’)
exists, the Company estimates the recoverable amount of the expenditure incurred on new product and expenditure incurred determined in such basis except for transactions in the scope
asset. The recoverable amount is the higher of an asset's or of Ind AS 2, 17 and 36. Normally at initial recognition, the Financial assets are measured at fair value through other
on acquisition of user licenses for computer software are
CGU's fair value less costs of disposal or its value in use. Where transaction price is the best evidence of fair value. comprehensive income if the financial asset is held within a
recorded at their acquisition price.
the carrying amount of an asset or CGU exceeds its recoverable business model whose objective is achieved by both
amount, the asset is considered impaired and is written down to The fair value of an asset or a liability is measured using the collecting contractual cash flows and selling financial assets
Subsequent measurement and the contractual terms of the financial asset give rise on
its recoverable amount. assumptions that market participants would use when pricing
Subsequent expenditure is capitalised only when it increases the the asset or liability, assuming that market participants act in specified dates to cash flows that are solely payments of
In assessing the value in use, the estimated future cash flows are future economic benefits embodied in the specific asset to which their economic best interest. principal and interest on the principal amount outstanding. At
discounted to their present value using a pre-tax discount rate it relates. initial recognition, an irrevocable election is made (on an
that reflects current market assessments of the time value of A fair value measurement of a non-financial asset takes into instrument-by-instrument basis) to designate investments in
money and the risks specific to the asset. In determining the fair Amortisation account a market participant’s ability to generate economic equity instruments other than held for trading purpose at
value less costs of disposal, recent market transactions are benefits by using the asset in its highest and best use or by FVTOCI. Fair value changes are recognized in the other
The useful lives of intangible sets are assessed as either finite of
considered. selling it to another market participant that would use the comprehensive income (‘OCI’). Standalone Statement of
indefinite.
asset in its highest and best use. Profit and Loss. However, the Company recognizes interest
income, impairment losses and reversals and foreign
An impairment loss is recognised if the carrying amount of an Intangible assets i. e., computer software is amortized on a
exchange gain or loss in the Standalone Statement of Profit
asset or CGU exceeds its recoverable amount, Impairment straight-line basis over the period of expected future benefits
commencing from the date the asset is available for its use.
251 —— Standalone Financial Statements Aether Industries Limited 252 —— Standalone Financial Statements Aether Industries Limited
and Loss. On de-recognition of the financial asset other than that result from all possible default events over the life of or modification is treated as the de-recognition of the original probable (i.e. more likely than not) that an outflow of resources
equity instruments designated as FVTOCI, cumulative gain or financial instruments) liability and the recognition of a new liability. The difference in embodying economic benefits will be required to settle the
loss previously recognised in OCI is reclassified to the Standalone the respective carrying amounts is recognized in the obligation and a reliable estimate can be made of the amount of
Statement of Profit and Loss. However, the Company recognizes 2.5 Financial Liabilities Standalone Statement of Profit and Loss. the obligation. Such provisions are determined based on
interest income, impairment losses and reversals and foreign management estimate of the amount required to settle the
exchange gain or loss in the Standalone Statement of Profit and The Company’s financial liabilities include trade payable. D. Offsetting of financial instruments obligation at the balance sheet date. When the Company
Loss. On de-recognition of the financial asset other than equity A. Initial recognition and measurement expects some or all of a provision to be reimbursed, the
Financial assets and financial liabilities are offset and the net
instruments designated as FVTOCI, cumulative gain or loss reimbursement is recognised as an asset only when the
All financial liabilities at initial recognition are classified as amount is reported in the Standalone Statement of Assets
previously recognised in OCI is reclassified to the Standalone reimbursement is virtually certain.
financial liabilities at amortized cost or financial liabilities at fair and Liabilities if there is a currently enforceable legal right to
Statement of Profit and Loss.
value through profit or loss, as appropriate. All financial offset the recognised amounts and there is an intention to
If the effect of the time value of money is material, provisions are
liabilities classified at amortized cost are recognized initially at settle on a net basis, to realise the assets and settle the
E. Financial assets at fair value through profit or loss (‘FVTPL’) discounted using a current pre-tax rate that reflects, the risks
fair value net of directly attributable transaction costs. Any liabilities simultaneously.
Any financial asset that does not meet the criteria for specific to the liability. When discounting is used, the increase in
difference between the proceeds (net of transaction costs)
classification as at amortized cost or as financial assets at fair the provision due to the passage of time is recognised as finance
and the fair value at initial recognition is recognised in the Other incomes, other than interest and dividend are
value through other comprehensive income is classified as costs. Present obligations arising under onerous contracts are
Standalone Statement of Profit and Loss. recognized when the same are due to be received and right
financial assets at fair value through profit or loss. Further, recognised and measured as provisions. An onerous contract is
to receive such other income is established.
financial assets at fair value through profit or loss also include considered to exist when a contract under which the unavoidable
B. Subsequent measurement costs of meeting the obligations exceed the economic benefits
financial assets held for trading and financial assets 2.6 Share Capital and Share Premium
designated upon initial recognition at fair value through profit The subsequent measurement of financial liabilities depends expected to be received from it.
or loss. Financial assets are classified as held for trading if upon the classification as described below: Ordinary shares are classified as equity. Incremental costs
they are acquired for the purpose of selling or repurchasing in directly attributable to the issue of new shares are shown in Contingent liabilities are disclosed on the basis of judgment of
the near term. Financial assets at fair value through profit or a. Financial Liabilities classified at Amortised Cost equity as a deduction net of tax from the proceeds. Par value of management/independent experts. These are reviewed at each
loss are fair valued at each reporting date with all the changes Financial Liabilities that are not held for trading and are not the equity share is recorded as share capital and the amount balance sheet date and are adjusted to reflect the current
recognized in the Standalone Statement of Profit and Loss. designated as at FVTPL are measured at amortised cost at received in excess of the par value is classified as share management estimate.
the end of subsequent accounting periods. Amortised cost is premium.
calculated by taking into account any discount or premium on Contingent Assets are not recognized, however, disclosed in
F. De-recognition
acquisition and fees or costs that are an integral part of the 2.7 Dividend Distribution to equity shareholders Standalone Financial Statement when inflow of economic
The Company de-recognises a financial asset only when the EIR. Interest expense that is not capitalized as part of costs of benefits is probable.
contractual rights to the cash flows from the asset expire, or assets is included as Finance costs in the Standalone The Company recognizes a liability to make cash distributions to
when it transfers the financial asset and substantially all the Statement of Profit and Loss. equity shareholders when the distribution is authorized and the 2.10 Revenue Recognition and Other Income
risks and rewards of ownership of the asset to another entity. distribution is no longer at the discretion of the Company. As per
If the Company neither transfers nor retains substantially all the corporate laws in India, a distribution is authorized when it is Revenue is recognized to the extent that it is probable that the
b. Financial Liabilities classified at Fair value through Profit and
the risks and rewards of ownership and continues to control approved by the shareholders. A corresponding amount is economic benefits will flow to the Company and the revenue can
Loss (FVTPL)
the financial asset, the Company recognizes its retained recognized directly in other equity along with any tax thereon. be reliably measured, regardless of when the payment is being
Financial liabilities classified as FVTPL includes financial
interest in the asset and an associated liability for amounts it made. Revenue is measured at the fair value of the consideration
liabilities held for trading and financial liabilities designated
may have to pay. 2.8 Cash Flows and Cash and Cash Equivalents received or receivable, taking into account contractually defined
upon initial recognition as FVTPL.
terms of payment and excluding taxes or duties collected on
Standalone Statement of cash flows is prepared in accordance behalf of the government.
Financial liabilities are classified as held for trading if they are with the indirect method prescribed in the relevant Ind AS. For the
G. Impairment of Financial Assets incurred for the purpose of repurchasing in the near term. purpose of presentation in the statement of cash flows, cash and Revenue from sale of goods is recognized, when the control is
The Company assesses impairment based on expected Financial liabilities designated upon initial recognition at cash equivalents includes cash on hand, cheques and drafts on transferred to the buyer, as per the terms of the contracts and no
credit loss (‘ECL’) model on the following: FVTPL only if the criteria in Ind AS 109 is satisfied. hand, deposits held with Banks, other short-term, highly liquid significant uncertainty exists regarding the amount of the
investments with original maturities of three months or less that consideration that will be derived from the sale of goods.
- Financial assets that are measured at amortised cost; and Export benefits are accounted for in the year of exports based are readily convertible to known amounts of cash and which are
- Financial assets measured at FVTOCI on the eligibility and when there is certainty of receiving the subject to an insignificant risk of changes in value, and book Interest income or expense is recognised using the effective
same. overdrafts. However, Book overdrafts are to be shown within interest rate method. The "effective interest rate" is the rate that
ECL is measured through a loss allowance on a following borrowings in current liabilities in the Standalone Statement of exactly discounts estimated future cash receipts or payments
basis: C. De-recognition Assets and Liabilities for the purpose of presentation. through the expected life of the financial instrument to:
A financial liability is de-recognised when the obligation under
- The 12 months expected credit losses (expected credit losses
the liability is discharged / cancelled / expired. When an 2.9 Provisions, Contingent Liabilities and - the gross carrying amount of the financial asset; or
that result from those default events on the financial
existing financial liability is replaced by another from the same Contingent Assets - the amortised cost of the financial liability.
instruments that are possible within 12 months after the
lender on substantially different terms, or the terms of an
reporting date) Provisions are recognised when there is a present legal or
existing liability are substantially modified, such an exchange 2.11 Leases
constructive obligation as a result of a past event and it is
- Full life time expected credit losses (expected credit losses At inception of a contract, the Company assesses whether a
contract is, or contains, a lease. A contract is, or contains, a lease
253 —— Standalone Financial Statements Aether Industries Limited 254 —— Standalone Financial Statements Aether Industries Limited
if the contract conveys the right to control the use of an identified remeasurements of the lease liability. 2.12 Income Taxes will be available against which the deductible temporary
asset for a period of time in exchange for consideration. To differences, and the carry forward of unused tax credits and
assess whether a contract conveys the right to control the use of The lease liability is initially measured at the present value of the Income tax expense represents the sum of tax currently payable
and deferred tax. Tax is recognized in the Standalone Statement
unused tax losses (including unabsorbed depreciation) can
an identified asset, the Company assesses whether: lease payments that are not paid at the commencement date, be utilised, except:
discounted using the interest rate implicit in the lease or, if that of Profit and Loss, except to the extent that it relates to items
recognized directly in equity or in other comprehensive income. - When the deferred tax asset relating to the deductible
rate cannot be readily determined, the Company's incremental
temporary difference arises from the initial recognition of
- the contract involves the use of an identified asset - this may borrowing rate. Generally, the Company uses its incremental
be specified explicitly or implicitly and should be physically Current Tax an asset or liability in a transaction that is not a business
borrowing rates as the discount rate.
distinct or represent substantially all of the capacity of a combination and, at the time of the transaction, affects
Current tax comprises the expected tax payable or receivable on
physically distinct asset. If the supplier has a substantive Lease payments included in the measurement of the lease neither the accounting profit nor taxable profit or loss.
the taxable income or loss for the year and any adjustment to the
substitution right, then the asset is not identified. liability comprise the following: tax payable or receivable in respect of previous years. The
- the Company has the right to obtain substantially all of the The carrying amount of deferred tax assets is reviewed at each
amount of current tax reflects the best estimate of the tax
economic benefits from use of the asset throughout the - fixed payments, including in-substance fixed payments. reporting date and reduced to the extent that it is no longer
amount expected to be paid or received after considering the
period of use; and probable that sufficient taxable profit will be available to allow all
- variable lease payments that depend on an index or a rate, uncertainty, if any, related to income taxes. Current tax assets
- the Company has the right to obtain substantially all of the or part of the deferred tax asset to be utilised. Unrecognised
initially measured using the index or rate as at the and liabilities are measured at the amount expected to be
economic benefits from use of the asset throughout the deferred tax assets are re-assessed at each reporting date and
commencement date. recovered from or paid to the taxation authorities.
period of use; and are recognised to the extent that it has become probable that
- amounts expected to be payable under a residual value future taxable profits will allow the deferred tax asset to be
- the Company has the right to direct the use of the asset. The The tax rates and the tax laws used to compute the amount are
guarantee; and recovered.
Company has this right when it has the decision-making those that are enacted or substantively enacted, at the reporting
rights that are most relevant to changing how and for what - the exercise price under a purchase option that the
date in the country where the Company operates and generates
purpose the asset is used. In rare cases where the decision Company is reasonably certain to exercise, lease Deferred tax assets and liabilities are measured at the tax rates
taxable income. Current tax assets and liabilities are offset only if
about how and for what purpose the asset is used is payments in an optional renewal period if the Company is that are expected to apply in the year when the asset is realised
there is a legally enforceable right to set it off the recognised
predetermined, the Company has the right to direct the use of reasonably certain to exercise an extension option, and or the liability is settled, based on tax rates (and tax laws) that
amounts and it is intended to realise the asset and settle the
the asset if either: penalties for early termination of a lease unless the have been enacted or substantively enacted at the reporting
liability on a net basis or simultaneously.
Company is reasonably certain not to terminate early. date.
# the Company has the right to operate the asset; or Deferred Tax
# the Company designed the asset in a way that Deferred tax assets and deferred tax liabilities are offset if a
The lease liability is measured at amortised cost using the
predetermines how and for what purpose it will be used. Deferred tax is provided using the balance sheet method on legally enforceable right exists to set off current tax assets
effective interest method. It is remeasured when there is
temporary differences between the tax base of assets and against current tax liabilities and the deferred taxes relate to the
change in future lease payments arising from a change in an liabilities and their carrying amounts for financial reporting same taxable entity and the same taxation authority.
At inception or on reassessment of a contract that contains a
index or rate, if there is change in the Company's estimate of purposes at the reporting date.
lease component, the Company allocates the consideration in
the amount expected to be payable under a residual value Deferred tax relating to items recognised outside profit or loss is
the contract to each lease component on the basis of their
relative stand-alone prices. guarantee, or if the Company changes its assessment of Deferred tax liabilities are recognised for all taxable temporary recognised outside profit or loss. Deferred tax items are
whether it will exercise a purchase, extension or termination differences, except: recognised in correlation to the underlying transaction either in
Company as a lessee option. OCI or directly in equity.
- When the deferred tax liability arises from the initial
The Company recognises a right-of-use asset and a lease recognition of goodwill or an asset or liability in a
When the lease liability is remeasured in this way, a
liability at the lease commencement date.
corresponding adjustment is made to the carrying amount of transaction that is not a business combination and, at the
The right-of-use asset is initially measured at cost, which the right-of-use asset or is recorded in the Standalone time of the transaction, affects neither the accounting
comprises the initial amount of the lease liability adjusted for any Statement of Profit and Loss if the carrying amount of the profit nor taxable profit or loss,
lease payments made at or before the commencement date, right-of-use asset has been reduced to zero. - Taxable temporary differences arising on the initial
plus any initial direct costs incurred and an estimate of costs to recognition of goodwill.
dismantle and remove the underlying asset or to restore the Leasehold land is amortised over the period of lease being 79 - Temporary differences related to investments in
underlying asset or the site on which it is located, less any lease years remaining as on the date of purchase. subsidiaries, associates, and joint arrangements to the
incentives received. extent that the Company is able to control the timing of the
Short-term leases and leases of low-value assets reversal of the temporary differences and it is probable
The right-of-use asset is subsequently depreciated using the that they will not reverse in the foreseeable future.
straight-line method from the commencement date to the earlier The Company has elected not to recognise right-of-use assets
of the end of the useful life of the right-of-use asset or the end of and lease liability for the short-term leases that have lease term
of 12 months of less and leases of low-value assets. The Deferred tax assets are recognised for all deductible
the lease term. The estimated useful lives of right-of-use assets
Company recognises the lease payments associated with such temporary differences, the carry forward of unused tax credits
re determined on the same basis as those of property and
equipment. In addition, the right-of-use asset is periodically leases as an expense on a straight-line basis over the lease term. and any unused tax losses. Deferred tax assets are
reduced by impairment losses, if any, and adjusted for certain recognised to the extent that it is probable that taxable profit
255 —— Standalone Financial Statements Aether Industries Limited 256 —— Standalone Financial Statements Aether Industries Limited
Minimum Alternate Tax (MAT) incentives, allowances and bonus are recognized in the are capitalized as part of the cost of the respective asset. All exchange rate at the date of the transaction. Foreign currency
period in which the employee renders the related service. other borrowing costs are expensed in the period in which they differences are generally recognised in the Standalone Statement
Minimum Alternate Tax (MAT) credit is recognised as an asset
are incurred. Borrowing costs consist of interest, exchange of Profit and Loss.
only when and to the extent there is convincing evidence that the
(ii) Long term benefits differences arising from foreign currency borrowings to the extent
Company will pay normal income tax during the specified period.
(iii) Defined Contribution Plans they are regarded as an adjustment to the interest cost and other
Such asset is reviewed at each Balance Sheet date and the
costs that an entity incurs in connection with the borrowings of 2.21 Government grants and subsidies
carrying amount of the MAT credit asset is written down to the The Company contributes to the employee's approved provident the funds. Grants / subsidies that compensate the Company for expenses
extent there is no longer a convincing evidence to the effect that fund scheme. The Company’s contribution paid/payable under
the Company will pay normal income tax during the specified the scheme is recognized as an expense in the Standalone incurred are recognised in the Standalone Statement of Profit
period. Statement of Profit and Loss during the period in which the
2.18 Earnings per share and Loss as other operating income on a systematic basis in the
employee renders the related services. Basic EPS is calculated by dividing the profit for the year periods in which such expenses are recognised.
2.13 Current versus Non-Current classification attributable to equity holders of the Company by the weighted
Defined Benefit Plans average number of equity shares outstanding during the financial Export Incentives
The Company presents assets and liabilities in the Standalone
year, adjusted for bonus elements and stock split in equity shares Export incentives under various schemes notified by the
Statement of Assets and Liabilities based on current/non-current Gratuity Liability is a defined benefit obligation and is provided on
issued during the year and excluding treasury shares. The government are recognised when no significant uncertainties as
classification. the basis of an actuarial valuation model made at the end of the
weighted average number of equity shares outstanding during to the amount of consideration that would be derived and that
Financial Year. The Gratuity Liability is funded by the Company by
a. An asset is current when it is: the period and for all periods presented is adjusted for events, the Company will comply with the conditions associated with the
maintaining the funds with a separate Asset Management
such as bonus shares and stock split, other than the conversion grant and ultimate collection exist.
• Expected to be realized or intended to be sold or consumed in Company, i. e., LIC of India. Contributions to such fund is charged
of potential equity shares that have changed the number of
the normal operating cycle to Standalone Profit and Loss Account. Actuarial Valuation of the
equity shares outstanding, without a corresponding change in 2.22 Recent accounting pronouncements
• Held primarily for the purpose of trading, Gratuity is done at the end of the Financial Year and accounted
resources.
• Expected to be realised within twelve months after the for accordingly. Ministry of Corporate Affairs ("MCA") notifies new standards or
reporting period, or
Diluted EPS is adjustment to the figures used in the determination amendments to the existing standards under the Companies
• Cash or cash equivalent unless restricted from being 2.15 Trade Receivables of basic EPS to consider: (Indian Accounting Standards) Rules as amended from time to
exchanged or used to settle a liability for at least twelve
Trade Receivables are stated after writing off debts considered time. There are no such recently issued standards or
months after the reporting period.
as bad. Adequate provision is made for debts considered as - The after-income tax effect of interest and other financing amendments to the existing standards for which the impact on
doubtful. costs associated with dilutive potential equity shares, and the Standalone Financial Statements is required to be disclosed.
All other assets are classified as non-current.
- The weighted average number of additional equity shares
2.16 Inventories that would have been outstanding assuming the conversion
b. A liability is current when :
of all dilutive potential equity shares.
• It is expected to be settled in the normal operating cycle,
(i) Raw Materials, Work in Progress, Finished Goods, Packing
• It is held primarily for the purpose of trading,
Materials, Stores, Spares and Consumables are carried at the 2.19 Segment Reporting
• It is due to be settled within twelve months after the reporting
lower of cost and net realisable value.
period, or Operating segments are reported in a manner consistent with the
(ii) In determining the cost of Raw Materials, Packing Materials,
• There is no unconditional right to defer the settlement of the internal reporting provided to the chief operating decision maker.
Stores, Spares and Consumables, FIFO Method is used. Cost
liability for at least twelve months after the reporting period.
of Inventory comprises of all costs of purchase, duties, taxes
(other than those subsequently recoverable from tax The Board of Directors of the Company have been identified as
All other assets are classified as non-current. being the Chief Operating Decision Maker by the management of
authorities) and all other costs incurred in bringing the
inventory to their present location and condition. the Company.
c. Deferred tax assets and liabilities are classified as non-current
(iii) Cost of Finished Goods includes the cost of Raw Materials,
assets and liabilities.
Packing Materials, an appropriate share of fixed and variable 2.20 Foreign currency transactions
production overheads, indirect taxes as applicable and other
d. The operating cycle is the time between the acquisition of Transactions in foreign currencies are translated into the
costs incurred in bringing the inventories to their present
assets for processing and their realization in cash and cash respective functional currency of the Company at the exchange
location and condition.
equivalents. rates at the dates of the transactions.
(iv) Cost of Stock in Trade procured for specific projects is
assigned by specific identification of individual costs of each
2.14 Employee benefits Monetary assets and liabilities denominated in foreign currencies
item.
are translated into the functional currency at the exchange rate at
the reporting date. Non-monitory assets and liabilities that are
(i) Short term employee benefits 2.17 Borrowing Costs measured at fair value in a foreign currency are translated into the
All employee benefits payable wholly within twelve months of functional currency at the exchange rate when the fair value was
Borrowing costs directly attributable to the acquisition,
rendering the service are classified as short-term employee determined. Non-monitory items that are measured based on
construction or production of an asset, that necessarily takes
benefits. Un-discounted value of benefits such as salaries, historical cost in a foreign currency are translated at the
substantial period of time to get ready for its intended use or sale,
257 —— Standalone Financial Statements Aether Industries Limited 258 —— Standalone Financial Statements Aether Industries Limited
ANNEXURE Vl
NOTES STANDALONE FINANCIAL INFORMATION
( All amounts in Indian Rupees millions, unless otherwise stated )
Factory building ₹ 281.78 ₹ 50.61 - ₹ 332.39 ₹ 28.29 ₹ 9.64 - ₹ 37.93 ₹ 253.49 ₹ 294.47
Other building ₹ 21.11 - - ₹ 21.11 ₹ 8.53 ₹ 2.00 - ₹ 10.53 ₹ 12.58 ₹ 10.58
Plant and machinery ₹ 1,744.06 ₹ 324.22 - ₹ 2,068.28 ₹ 173.01 ₹ 94.55 - ₹ 267.56 ₹ 1,571.05 ₹ 1,800.72
Office equipment ₹ 17.41 ₹ 6.53 - ₹ 23.94 ₹ 7.06 ₹ 3.67 - ₹ 10.73 ₹ 10.35 ₹ 13.21
Factory equipment (electric) ₹ 174.62 ₹ 33.41 - ₹ 208.03 ₹ 28.97 ₹ 18.27 - ₹ 47.24 ₹ 145.65 ₹ 160.79
Computer equipment ₹ 34.03 ₹ 4.67 - ₹ 38.70 ₹ 23.38 ₹ 4.87 - ₹ 28.25 ₹ 10.65 ₹ 10.45
Other equipment ₹ 62.94 ₹ 8.06 - ₹ 71.00 ₹ 21.93 ₹ 6.34 - ₹ 28.27 ₹ 41.01 ₹ 42.73
Furniture and fixtures ₹ 21.68 ₹ 3.52 - ₹ 25.20 ₹ 6.42 ₹ 2.25 - ₹ 8.67 ₹ 15.26 ₹ 16.52
Vehicle equipment ₹ 6.23 ₹ 1.72 - ₹ 7.95 ₹ 1.29 ₹ 0.85 - ₹ 2.14 ₹ 4.94 ₹ 5.81
Total ₹ 2,363.86 ₹ 432.73 - ₹ 2,796.59 ₹ 298.88 ₹ 142.43 - ₹ 441.31 ₹ 2,064.98 ₹ 2,355.28
Descriptions As at
March 31, 2023 & 2022
Refer Note No. 20 and Note No. 22 for information on property, plant and equipment pledged as securities by the Company.
259 —— Standalone Financial Statements Aether Industries Limited 260 —— Standalone Financial Statements Aether Industries Limited
4. Capital work-in-progress
There are no projects as at reporting date which has exceeded cost as compare to its original approved plan.
261 —— Standalone Financial Statements Aether Industries Limited 262 —— Standalone Financial Statements Aether Industries Limited
5. Right-of-use assets
Gross Block Amortisation Net Block
Particulars As at Additions Disposals As at As at Charge Disposals As at As at As at
April 1, 2022 during the period March 31, 2023 April 1, 2022 for the period during the period March 31, 2023 April 1, 2022 March 31, 2023
Leasehold land ₹ 162.34 ₹ 823.66 - ₹ 986.00 ₹ 6.68 ₹ 4.78 - ₹ 11.46 ₹ 155.66 ₹ 974.54
Properties (Land & Building) ₹ 74.34 ₹ 109.19 - ₹ 183.53 ₹ 18.79 ₹ 16.72 - ₹ 35.51 ₹ 55.55 ₹ 148.02
Total ₹ 236.68 ₹ 932.85 - ₹ 1,169.53 ₹ 25.47 ₹ 21.50 - ₹ 46.97 ₹ 211.21 ₹ 1,122.55
Computer Software ₹ 11.94 ₹ 2.77 - ₹ 14.71 ₹ 7.72 ₹ 1.98 - ₹ 9.70 ₹ 4.21 ₹ 5.01
Others ₹ 1.64 ₹ 0.75 - ₹ 2.40 ₹ 1.36 ₹ 0.21 - ₹ 1.58 ₹ 0.28 ₹ 0.82
Total ₹ 13.58 ₹ 3.53 - ₹ 17.11 ₹ 9.09 ₹ 2.19 - ₹ 11.27 ₹ 4.49 ₹ 5.83
Computer Software ₹ 11.35 ₹ 0.59 - ₹ 11.94 ₹ 5.89 ₹ 1.83 - ₹ 7.72 ₹ 5.46 ₹ 4.21
Others ₹ 1.45 ₹ 0.19 - ₹ 1.64 ₹ 1.30 ₹ 0.06 - ₹ 1.36 ₹ 0.15 ₹ 0.28
Total ₹ 12.80 ₹ 0.78 - ₹ 13.58 ₹ 7.19 ₹ 1.90 - ₹ 9.09 ₹ 5.61 ₹ 4.49
263 —— Standalone Financial Statements Aether Industries Limited 264 —— Standalone Financial Statements Aether Industries Limited
7. Investments Notes
1. Raw Materials, Work in Progress, Finished Goods, Packing Materials, Stores, Spares and Consumables are carried at the lower of cost and net realisable value.
2. In determining the cost of Raw Materials, Packing Materials, Stores, Spares and Consumables, FIFO Method is used. Cost of Inventory comprises of all costs of
Unquoted equity shares As at March 31, 2023 As at March 31, 2022 purchase, duties, taxes (other than those subsequently recoverable from tax authorities) and all other costs incurred in bringing the inventory to their present
location and condition.
9 (31 March 2022: 9) equity shares of Sachin Industrial Co. Op. Society Limited, ₹ 0.00 ₹ 0.00
3. Cost of Finished Goods includes the cost of Raw Materials, Packing Materials, an appropriate share of fixed and variable production overheads, indirect taxes as
of ₹ 500 each fully paid-up applicable and other costs incurred in bringing the inventories to their present location and condition.
1,16,851 (31 March 2022: 1,16,851 ) equity shares of Globe Enviro Care Limited, ₹ 2.09 ₹ 2.09 4. Cost of Stock in Trade procured for specific projects is assigned by specific identification of individual costs of each item.
5. Inventories are pledge / hypothecated as primary security with the bankers (lenders) against the Working Capital Facilities availed by the Company.
of ₹ 10 each fully paid-up
50,000 (31 March 2022: 0) equity shares of Aether Speciality Chemicals ₹ 0.50 -
Limited, of ₹ 10 each fully paid-up
Total ₹ 2.60 ₹ 2.09 11. Investments
Aggregate value of unquoted investments ₹ 2.60 ₹ 2.09 Investment in mutual funds - Quoted As at March 31, 2023 As at March 31, 2022
Aggregate amount of impairment in value of investments - -
2839.999 (March 31, 2022: 28) SBI Liquid Fund Direct Growth ₹ 10.01 ₹ 0.14
0 (March 31, 2022: 50,731.956) Nippon India Money Market Fund ₹ 0.00 ₹ 169.97
8. Others financial assets Total ₹ 10.01 ₹ 170.11
(a) Aggregate book value of quoted investments ₹ 10.01 ₹ 170.11
Unsecured, considered good As at March 31, 2023 As at March 31, 2022
(b) Aggregate market value of quoted investments ₹ 10.01 ₹ 170.11
Security deposits ₹ 27.01 ₹ 23.20
Total ₹ 27.01 ₹ 23.20
265 —— Standalone Financial Statements Aether Industries Limited 266 —— Standalone Financial Statements Aether Industries Limited
Outstanding for following periods from due date of Payment 14. Bank balances other than cash and cash equivalents
As at March 31, 2023 Less than 6 6 Months 1-2 2-3 More than Total
Months - 1 Year Years Years 3 Years Particulars As at March 31, 2023 As at March 31, 2022
Other bank balances:
• Undisputed Trade Receivables - considered good ₹ 2,516.04 ₹ 67.08 ₹ 6.69 - - ₹ 2,589.82
Margin Money - Fixed Deposits ₹ 23.81 ₹ 25.05
• Undisputed Trade Receivables - which - - - - - -
have significant increase in Credit risk Others - Fixed Deposits ₹ 290.00 ₹ 121.72
• Undisputed Trade Receivables - credit impaired - - - - - - (with maturity of more than 3 months but less than 12 months)
• Disputed Trade Receivables - considered good - - - - - - Other bank balances ₹ 313.81 ₹ 146.77
• Disputed Trade Receivables - which - - - - - -
have significant increase in Credit risk
- - - - - -
15. Loans
• Disputed Trade Receivables - credit impaired
• Undisputed Trade Receivables - considered good - - - - - - Particulars As at March 31, 2023 As at March 31, 2022
Total ₹ 2,516.04 ₹ 67.08 ₹ 6.69 - - ₹ 2,589.82 Loans to employees* ₹ 11.38 ₹ 8.36
₹ 11.38 ₹ 8.36
Outstanding for following periods from due date of Payment
As at March 31, 2022 Less than 6 6 Months 1-2 2-3 More than Total Breakup of security details:
Months - 1 Year Years Years 3 Years Loans, considered good - secured - -
• Undisputed Trade Receivables - considered good ₹ 1,628.99 ₹ 3.61 ₹ 2.20 - - ₹ 1,634.80 Loans, considered good - unsecured ₹ 11.38 ₹ 8.36
• Undisputed Trade Receivables - which - - - - - - Loans, considered doubtful / credit impaired - -
have significant increase in Credit risk Total ₹ 11.38 ₹ 8.36
• Undisputed Trade Receivables - credit impaired - - - - - - Less: Loss allowance - -
• Disputed Trade Receivables - considered good - - - - - - Total loans receivables ₹ 11.38 ₹ 8.36
• Disputed Trade Receivables - which - - - - - -
have significant increase in Credit risk
*Loans to employees do not include any loan given to promoters, directors, KMPs and any other related parties.
• Disputed Trade Receivables - credit impaired - - - - - -
• Undisputed Trade Receivables - considered good - - - - - -
16. Other financial assets
Total ₹ 1,628.99 ₹ 3.61 ₹ 2.20 - - ₹ 1,634.80
Particulars As at March 31, 2023 As at March 31, 2022
13. Cash and cash equivalents Interest receivable (from fixed deposits with banks) ₹ 0.36 ₹ 0.36
Gratuity asset (Refer note 45 for further disclosures) ₹ 2.91 ₹ 2.34
Particulars As at March 31, 2023 As at March 31, 2022
Total ₹ 3.27 ₹ 2.70
Cash in hand ₹ 1.07 ₹ 0.98
Balances with banks:
Current accounts ₹ 1.61 ₹ 0.01
EEFC accounts ₹ 148.30 ₹ 32.40
Cash Credit accounts ₹ 557.66 -
Total ₹ 708.64 ₹ 33.39
267 —— Standalone Financial Statements Aether Industries Limited 268 —— Standalone Financial Statements Aether Industries Limited
17. Other current assets Shareholders holding more than 5% shares in the Company is set out below
Particulars As at March 31, 2023 As at March 31, 2022 Equity shares of ₹10 each fully paid As at March 31, 2023 As at March 31, 2022
Advances recoverable in cash ₹ 89.96 ₹ 231.72 Particulars Number Number Number Number
Balances with government authorities ₹ 495.08 ₹ 172.43 of shares of shares % of shares of shares %
Prepaid expenses ₹ 31.98 ₹ 18.79 Purnima Ashwin Desai 3,20,57,403 25.75% 3,48,77,403 30.95%
Other advances - ₹ 51.39 Ashwin Jayantilal Desai 67,20,417 5.40% 67,20,417 5.96%
Solar benefit ₹ 9.67 - Rohan Ashwin Desai 22,21,681 1.78% 22,21,681 1.97%
Total ₹ 626.69 ₹ 474.34 Aman Ashwin Desai 1,10,000 0.09% 1,10,000 0.10%
AJD Family Trust 1,35,60,206 10.89% 1,35,60,206 12.03%
PAD Family Trust 1,35,60,206 10.89% 1,35,60,206 12.03%
18. Share capital
RAD Family Trust 2,00,17,162 16.08% 2,00,17,162 17.76%
Particulars As at March 31, 2023 As at March 31, 2022 AAD Business Trust 2,00,17,162 16.08% 2,00,17,162 17.76%
Authorised
14,00,00,000 (31 March 2022: 14,00,00,000) equity shares of ₹ 10 each. ₹ 1,400.00 ₹ 1,400.00 Promotors Shareholding in the Company is set out below :
Total ₹ 1,400.00 ₹ 1,400.00
Equity shares of ₹10 each fully paid As at March 31, 2023 As at March 31, 2022
Issued, subscribed and paid up:
Particulars Number Number Number Number
Equity share capital
of shares of shares % of shares of shares %
12,45,10,721 (31 March 2022: 11,26,91,397) equity shares of ₹ 10 each fully paid-up ₹ 1,245.11 ₹ 1,126.91
Purnima Ashwin Desai 3,20,57,403 25.75% 3,48,77,403 30.95%
Total ₹ 1,245.11 ₹ 1,126.91
Ashwin Jayantilal Desai 67,20,417 5.40% 67,20,417 5.96%
Rohan Ashwin Desai 22,21,681 1.78% 22,21,681 1.97%
Equity share As at March 31, 2023 As at March 31, 2022 Aman Ashwin Desai 1,10,000 0.09% 1,10,000 0.10%
Particulars Number of shares Number of shares AJD Family Trust 1,35,60,206 10.89% 1,35,60,206 12.03%
Outstanding at the beginning of the year / period 11,26,91,397 1,00,98,567 PAD Family Trust 1,35,60,206 10.89% 1,35,60,206 12.03%
Add: Issued during the year 1,18,19,324 10,25,92,830 RAD Family Trust 2,00,17,162 16.08% 2,00,17,162 17.76%
Outstanding at the end of the year 12,45,10,721 11,26,91,397 AAD Business Trust 2,00,17,162 16.08% 2,00,17,162 17.76%
Equity shares
As to dividend The Shareholders are entitled to receive dividend in proportion to the
amount of paid up equity shares held by them. The Company has not
declared any dividend during the year.
As to repayment of capital In the event of liquidation of the Company, the holders of equity shares will
be entitled to receive any of the remaining asset of the Company, after
distribution of all preferential amounts. The distribution will be in proportion
to the number of equity shares held by the shareholder.
As to voting The Company has one class of shares referred to as equity shares having
par value of ₹10. Each holder of the equity share is entitled to one vote per
share.
269 —— Standalone Financial Statements Aether Industries Limited 270 —— Standalone Financial Statements Aether Industries Limited
19. Other equity 20. Borrowings
Reserves and surplus As at March 31, 2023 As at March 31, 2022 Unsecured – measured at fair value through profit or loss account (FVTPL) As at March 31, 2023 As at March 31, 2022
A. Retained earnings ₹ 3,022.88 ₹ 1,720.29 Secured
B. Securities Premium ₹ 8,162.55 ₹ 1,015.73 Rupee Term Loans from Banks
C. Employee Share Option Reserve ₹ 15.55 ₹ 5.96 HDFC Bank Term Loan - Old - ₹ 388.19
Total ₹ 11,200.98 ₹ 2,741.97 HDFC Bank Term Loan - New - ₹ 472.79
HDFC Bank Term Loan - ECGLS - ₹ 182.29
A. Retained earnings SBI Term Loan - ₹ 137.05
Opening balance ₹ 1,720.29 ₹ 1,407.72 SBI Term Loan - New - ₹ 36.74
Profit for the period / year ₹ 1,304.17 ₹ 1,089.29 Rupee Vehicle Loans from Banks
Less: Utilized for the issue of Bonus Shares (Bonus Equity Shares issued in the - -₹ 775.24 HDFC Bank Car Loan - ₹ 1.06
Ratio 1 10) Others (Unsecured)
Changes in lease liabilities -₹ 0.33 - From related parties (Directors & Promoters) - -
Other comprehensive (loss) / income
Total ₹ 0.00 ₹ 1,218.13
Remeasurement of defined benefit liabilities / (asset), (net of tax) -₹ 1.25 -₹ 1.48
Closing balance ₹ 3,022.88 ₹ 1,720.29
1. Terms of Repayment, Nature of Security in case of Secured Loans : Principal outstanding as at
B. Securities Premium Nature of Security Rate of Interest Terms of Repayment March March
as on March 31, 2023 31, 2023 31, 2022
As at beginning and end of the period / year ₹ 1,015.73 ₹ 234.62
• HDFC Car Loan (Hypothecation of Car) 9.55% p. a. 60 instalments from ₹ 1.06 ₹ 2.02
Less: Utilized for the issue of Bonus Shares (Bonus Equity Shares issued in the - -₹ 234.62
April 05, 2019
Ratio 1 10)
• SBI Term Loan NA 28 Quarterly Instalments of - ₹ 228.45
Add: Preferential Allotment of Shares [202492 (FY 2021-22 1607160 Equity Shares) ₹ 1,279.75 ₹ 1,015.73 ₹22.85 MM each
Equity Shares of ₹ 10 each at a Premium of ₹ 632 per share]
• SBI Term Loan New NA 25 Quarterly Instalments of - ₹ 55.14
Allotment of Shares in IPO (9766355 Equity Shares of ₹ 10 each at a Premium of ₹ ₹ 6,172.34 - ₹4.60 MM each
632 per share)
• HDFC Bank Term Loan NA 20 Quarterly Instalments of - ₹ 508.19
Shares based payment options outstanding (ESOPs exercised) ₹ 5.92 - ₹30.00 MM each
IPO Expenses -₹ 319.91 - • HDFC Bank Term Loan - ECGLS NA 48 Monthly Instalments of - ₹ 244.79
Allotment of Shares under exercise of ESOPs (28048 Equity Shares of ₹ 10 each at ₹ 8.72 - ₹5.21 MM each
a Premium of ₹ 311 per share) • HDFC Bank Term Loan - New NA 20 Quarterly Instalments of - ₹ 472.79
Closing balance ₹ 8,162.55 ₹ 1,015.73 ₹23.64 MM each
2. Borrowings mentioned in the above note 20, along with note 22, amounting to ₹ 2,699.52 MM (pertaining to FY '22) were paid off
C. Employee Share Option Reserve subsequent to the Balance Sheet date out of the IPO Proceeds.
Opening balance ₹ 5.96 - 3. The company has used the loans towards the specific purposes for which it had borrowed the funds from the bank and there is no
Add: Additions during the year ₹ 15.51 ₹ 5.96 deviation in that regards.
Less: Transferred to Securities Premium on exercise of stock options -₹ 5.92 - 4. The quarterly returns or statements of current assets filed by the Company with banks are in agreement with the books of accounts.
Closing balance ₹ 15.55 ₹ 5.96
Grant Total ₹ 11,200.98 ₹ 2,741.97
271 —— Standalone Financial Statements Aether Industries Limited 272 —— Standalone Financial Statements Aether Industries Limited
:
:
21. Lease liabilities 23. Lease liabilities
Particulars As at March 31, 2023 As at March 31, 2022 Particulars As at March 31, 2023 As at March 31, 2022
Lease liabilities ₹ 145.32 ₹ 50.69 Lease liabilities ₹ 10.76 ₹ 5.85
Total ₹ 145.32 ₹ 50.69 Total ₹ 10.76 ₹ 5.85
6. Borrowings mentioned in the above note 20, along with note 22, amounting to ₹ 2,699.52 MM (pertaining to FY '22) were paid off
subsequent to the Balance Sheet date out of the IPO Proceeds.
273 —— Standalone Financial Statements Aether Industries Limited 274 —— Standalone Financial Statements Aether Industries Limited
25. Other financial liabilities 28. Revenue from operations
Particulars As at March 31, 2023 As at March 31, 2022 Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
Employee related payable
Sale of products
Salary and other benefits ₹ 23.72 ₹ 19.41
Manufactured goods:
Bonus payable ₹ 12.45 ₹ 9.94
Local sales ₹ 1,952.23 ₹ 2,087.12
Other payables ₹ 1.52 ₹ 1.65
Export sales ₹ 2,169.84 ₹ 2,305.27
Bills payable ₹ 0.01 ₹ 0.22
Deemed exports ₹ 1,571.29 ₹ 1,031.36
Creditor for expenses ₹ 59.23 ₹ 32.25
Export sales - CRAMS ₹ 448.11 ₹ 289.53
Total ₹ 96.92 ₹ 63.46
Domestic sales - CRAMS ₹ 63.47 ₹ 4.73
Deemed exports - CRAMS ₹ 3.38 -
26. Other current liabilities Sale of services:
Export services ₹ 302.43 ₹ 184.73
Particulars As at March 31, 2023 As at March 31, 2022
Domestic services - -
Advance received from customers ₹ 2.05 ₹ 4.28
Statutory dues payables ₹ 14.03 ₹ 10.39 Total revenue from operations ₹ 6,510.74 ₹ 5,902.73
Total ₹ 16.08 ₹ 14.67 Less : Rebate and discount - -₹ 2.26
Total ₹ 6,510.74 ₹ 5,900.47
Refer note no. 46 for further disclosures
27. Provisions
Particulars As at March 31, 2023 As at March 31, 2022 29. Other income
Gratuity (Refer note 45 for further disclosures) - -
Particulars For the year ended For the year ended
Total - -
March 31, 2023 March 31, 2022
Interest
Interest on fixed deposits ₹ 74.23 ₹ 4.64
Interest accrued on loans to employees ₹ 1.11 ₹ 1.29
Interest on deposits ₹ 0.09 ₹ 0.03
Others:
Foreign exchange fluctuation ₹ 36.65 ₹ 18.37
Duty drawback - exports ₹ 8.84 ₹ 5.14
MEIS duty credit ₹ 1.31 ₹ 21.65
SEIS Duty Credit ₹ 23.22 -
Income from mutual funds ₹ 8.34 ₹ 3.22
Income accrued from mutual funds ₹ 0.20 -
Income From Bonds NCD CP ₹ 0.00 -
Interest subsidy (term loan) ₹ 9.96 ₹ 15.00
Income Tax Refund ₹ 1.18 -
Misc. income ₹ 0.50 ₹ 0.38
Total ₹ 165.65 ₹ 69.74
275 —— Standalone Financial Statements Aether Industries Limited 276 —— Standalone Financial Statements Aether Industries Limited
Subsidies from the Government
Subsidies from the Government are not recognised until there is reasonable assurance that the Company will comply with the
conditions attaching to them and that the subsidies will be received or when actually will be received by the Company. Subsidies from
31.Changes in inventories of finished goods and work-in-progress
the Government are recognised in profit or loss on a systematic basis over the periods in which the Company recognises as expenses
Particulars For the year ended March 31, 2023 For the year ended March 31, 2022
the related costs for which the subsidies are intended to compensate.
Subsidies from the Government that are receivable as compensation for expenses or losses already incurred or for the purpose of Opening inventories:
giving immediate financial support to the Company with no future related costs are recognised in profit or loss in the period in which Finished goods ₹ 549.57 ₹ 115.06
they are received. ₹ 426.68 ₹ 156.31
Work-in-progress
Total (A) ₹ 976.25 ₹ 271.37
30. Cost of materials consumed Closing inventories:
Finished goods ₹ 536.19 ₹ 549.57
Particulars For the year ended March 31, 2023 For the year ended March 31, 2022 ₹ 1,062.81 ₹ 426.68
Work-in-progress
Raw Materials Total (B) ₹ 1,599.00 ₹ 976.25
Opening ₹ 450.01 ₹ 392.82 Total (A-B) -₹ 622.76 -₹ 704.88
Add: Purchase ₹ 3,728.30 ₹ 3,407.18
Add: Custom duty and clearing forwarding
charges ₹ 75.85 ₹ 71.80 32. Employee benefits expense
Less: Discount on Purchase of Raw Material -₹ 5.98 -₹ 29.36 Particulars For the year ended March 31, 2023 For the year ended March 31, 2022
Total ₹ 4,248.18 ₹ 3,842.44
Salaries, wages and bonus ₹ 251.89 ₹ 212.52
Closing ₹ 607.88 ₹ 450.01
Contribution to gratuity ₹ 6.67 ₹ 5.08
Raw Material Consumption ₹ 3,640.30 ₹ 3,392.43
Contribution to provident fund ₹ 12.72 ₹ 10.30
Packing Materials
Contribution to provident fund - Admin Charges ₹ 0.55 ₹ 0.46
Opening ₹ 15.41 ₹ 10.80
Staff welfare expenses ₹ 22.45 ₹ 23.73
Purchase ₹ 63.46 ₹ 63.48
Leave encashment expenses ₹ 5.22 ₹ 5.14
Total ₹ 78.87 ₹ 74.28
Employee medical insurance expenses ₹ 2.68 ₹ 2.37
Closing ₹ 14.70 ₹ 15.41 ESOPs (Employee Benefit) ₹ 15.51 ₹ 5.96
Packing Material Consumption ₹ 64.17 ₹ 58.87 Other employee related expenses ₹ 26.88 ₹ 4.89
Stores & Spares Total ₹ 344.57 ₹ 270.44
Opening ₹ 52.77 ₹ 48.54
Purchase ₹ 141.25 ₹ 126.01
33. Finance costs
Less: Discount on Purchase of Others -₹ 0.96 -
Total ₹ 193.06 ₹ 174.55 Particulars For the year ended March 31, 2023 For the year ended March 31, 2022
Closing ₹ 46.28 ₹ 52.77 Interest on term loan ₹ 11.18 ₹ 76.13
Stores & Spares Consumption ₹ 146.78 ₹ 121.78 Interest on term loan - ECGLS ₹ 3.06 ₹ 16.05
Other Material Interest on cash credit ₹ 6.92 ₹ 6.16
Opening ₹ 133.01 ₹ 123.75 Interest on PCFC ₹ 5.08 ₹ 11.03
Purchase ₹ 31.69 ₹ 21.39 Interest on bill discounting ₹ 3.76 ₹ 4.79
Total ₹ 164.70 ₹ 145.14 Interest on SLC ₹ 0.11 ₹ 0.32
Closing ₹ 219.80 ₹ 133.01 Interest on car loan ₹ 0.15 ₹ 0.24
Other Material Consumption -₹ 55.10 ₹ 12.13 Interest on unsecured loans - -
Total cost of materials consumed ₹ 3,796.14 ₹ 3,585.21 Bank charges ₹ 8.57 ₹ 11.83
Interest on financial liabilities at amortized cost ₹ 12.09 ₹ 4.67
Total ₹ 50.93 ₹ 131.21
277 —— Standalone Financial Statements Aether Industries Limited 278 —— Standalone Financial Statements Aether Industries Limited
34. Depreciation and amortisation expense 36. Taxes
Particulars For the year ended For the year ended a. Statement of profit or loss For the year ended For the year ended
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
Depreciation of property, plant and equipment (refer note 3) ₹ 208.76 ₹ 142.43 Current tax
Amortisation of right-of-use asset (refer note 5) ₹ 21.50 ₹ 10.55 Current income tax charge ₹ 311.22 ₹ 338.73
Amortisation of intangible assets (refer note 6) ₹ 2.19 ₹ 1.90 Deferred tax ₹ 128.97 ₹ 36.72
Total ₹ 232.45 ₹ 154.87 Income tax expense reported in the statement of profit or loss ₹ 440.19 ₹ 375.44
279 —— Standalone Financial Statements Aether Industries Limited 280 —— Standalone Financial Statements Aether Industries Limited
e. Reconciliation of tax expense and the accounting profit multiplied by India’s For the year ended For the year ended f. Movement in temporary differences : April 1, 2021 Recognised in Recognised in OCI March 31, 2022
domestic tax rate March 31, 2023 March 31, 2022 profit or loss during the
Accounting profit before tax ₹ 1,744.79 ₹ 1,464.73 Particulars during the period / year period/ year
Tax rate 25.17% 25.17% Deferred tax liabilities (DTL)
Tax as per IT Act on above ₹ 439.13 ₹ 368.64 Excess of depreciation/amortisation on ₹ 102.58 ₹ 36.92 - ₹ 139.50
Tax expenses (P&L) property plant and equipment under income tax act
Current tax ₹ 311.22 ₹ 338.73 Fair valuation of Mutual funds -₹ 0.20 ₹ 0.20 - -
Deferred tax ₹ 128.97 ₹ 36.72 Fair valuation of Security deposits -₹ 0.01 ₹ 0.02 - ₹ 0.01
Taxation in respect of earlier years - - Amortization of processing fees on loan -₹ 0.18 - -₹ 0.18
₹ 440.19 ₹ 375.44 Provision for employee benefits ₹ 0.45 -₹ 0.73 -₹ 0.50 -₹ 0.78
Tax expenses (OCI) -₹ 0.42 -₹ 0.50 Leases -₹ 0.57 ₹ 0.82 - ₹ 0.25
Difference -₹ 0.65 -₹ 6.30 Net deferred tax liability / (asset) ₹ 102.07 ₹ 37.22 -₹ 0.50 ₹ 138.79
Tax reconciliation
Adjustments :
- -
37. Earnings Per Share
Effect of permanent adjustments
Impact as a result of Tax Rate Change - - Particulars For the year ended For the year ended
Impact as a result of Capital Gains -₹ 0.05 ₹ 0.15 March 31, 2023 March 31, 2022
Others ₹ 0.70 ₹ 6.15 Profits attributable to equity shareholders ₹ 1,304.17 ₹ 1,089.29
₹ 0.00 ₹ 0.00 Basic Earnings Per Share
Profit for basic earning per share of ₹10 each
f. Movement in temporary differences : April 1, 2022 Recognised in Recognised in OCI March 31, 2023
profit or loss during the Profit for the period / year (in ₹) ₹ 1,304.17 ₹ 1,089.29
Particulars during the period / year period/ year Weighted average number of equity shares outstanding during the period / year 12,45,10,721 11,26,91,397
Deferred tax liabilities (DTL) Basic EPS (₹) ₹ 10.47 ₹ 9.67
Excess of depreciation/amortisation on ₹ 139.50 ₹ 130.41 - ₹ 269.91 Diluted Earnings Per Share
property plant and equipment under income tax act
Fair valuation of Mutual funds ₹ 0.00 -₹ 0.05 - -₹ 0.05 Profit for diluted earning per share of ₹10 each
Fair valuation of Security deposits ₹ 0.01 -₹ 0.01 - ₹ 0.00 Profit for the period / year (in ₹) ₹ 1,304.17 ₹ 1,089.29
Amortization of processing fees on loan -₹ 0.18 ₹ 0.18 ₹ 0.00 Weighted average number of equity shares outstanding during the period / year 12,45,10,721 11,26,91,397
Provision for employee benefits -₹ 0.78 ₹ 1.62 -₹ 0.42 ₹ 0.42
Diluted EPS (₹) ₹ 10.47 ₹ 9.67
Leases ₹ 0.25 -₹ 2.76 - -₹ 2.51
Weighted average number of equity shares for basic earning per share
Net deferred tax liability / (asset) ₹ 138.79 ₹ 129.39 -₹ 0.42 ₹ 267.76
Balance at the beginning and at the end of the period 11,26,91,397 1,00,98,567
Issued during the period 1,18,19,324 10,25,92,830
Weighted average number of equity shares outstanding during the period / 12,45,10,721 11,26,91,397
year for Earnings Per Share
Weighted average number of equity shares for diluted earning per share
Balance at the beginning and at the end of the period* 11,26,91,397 1,00,98,567
Issued during the period 1,18,19,324 10,25,92,830
Weighted average number of equity shares outstanding during the period / 12,45,10,721 11,26,91,397
year for Diluted Earnings Per Share
281 —— Standalone Financial Statements Aether Industries Limited 282 —— Standalone Financial Statements Aether Industries Limited
38. Contingent liabilities, contingent assets and commitments 40. Related Party Disclosures
Particulars Currency As at March 31, 2023 As at March 31, 2022 A. List of Related Parties and description of relationship 3. Key Management Personnel (KMP)
Ashwin Jayantilal Desai
Bank Guarantees Issued for : 1. Subsidiary Companies:
Managing Director
Customs ₹ (in MM) ₹ 8.89 ₹ 8.89 Aether Speciality Chemicals Limited
Gujarat Gas Ltd. ₹ (in MM) ₹ 20.71 ₹ 15.35 Purnima Ashwin Desai
DGVCL ₹ (in MM) ₹ 47.40 ₹ 23.70 2. Entities where directors are interested Whole-time Director
Total Margin for above items ₹ (in MM) ₹ 14.37 ₹ 11.45 Ashwin Jayantilal Desai (Managing Director) Rohan Ashwin Desai
Raw Material LC ₹(in MM) - - Aether Foundation Whole-time Director
Raw Material FLC US$(in MM) $ 1.10 $ 2.94 Aether Speciality Chemicals Limited
Total Margin for above items ₹(in MM) ₹ 8.94 ₹ 13.10 Aman Ashwin Desai
Globe Enviro Care Limited
Income Tax Demand : Whole-time Director
Purnima Ashwin Desai (Whole Time Director)
AY 2017-18 (PY: 2016-17) ₹(in MM) ₹ 0.15 ₹ 0.22 Faiz Arif Nagariya
Aether Foundation
AY 2018-19 (PY: 2017-18) ₹(in MM) ₹ 0.94 ₹ 0.93 Chief Financial Officer
Aether Speciality Chemicals Limited
AY 2020-21 (PY: 2019-20) ₹(in MM) ₹ 1.00 ₹ 19.82
Chitrarth Rajan Parghi
Rohan Ashwin Desai (Whole Time Director)
• All the Contingent Liabilities, except Income Tax Demands, listed above, which are outstanding as on current Balance Sheet date are not 100% secured through cash Company Secretary & Compliance Officer
margins placed with the banks. Company is enjoying Bank Guarantee and LC Limit facilities from the banks, which require 15% Margin Money on Bank Guarantees Aether Foundation
and 15% Margin Money on LC Facilities. Aether Speciality Chemicals Limited 4. Relative of Key Management Personnel
• The Income Tax Demands are under appeal by the Company and the outcome of the same is not known and hence the demand amount has been considered as
contingent liability. Payal Rohan Desai
Aman Ashvin Desai (Whole Time Director)
Spouse of Rohan Ashwin Desai
Aether Speciality Chemicals Limited
39. Disclosures required under Section 22 of the MSME Development Act, 2006 Kamalvijay Ramchandra Tulsian (Director)
Kamalvijay Ramchandra HUF
HUF of Director - Kamalvijay Ramchandra Tulsian
J R Dyeing and Printing Mills Ltd.
Particulars As at March 31, As at March 31,
Gujarat Enviro-Protection and Infrastructure Pvt. Ltd. Pramilaben Kamalvijay Tulsian
2023 2022
Navbharat Silk Mills Pvt. Ltd. Spouse of Kamalvijay Tulsian
Principal amount remaining unpaid to any supplier as at the end of the period/year - -
Pandesara Infrastructure Ltd.
Trade Payables 191.09 211.19 5. Other Directors on Board
Surat Mega Textiles Processing Park Association
Capital creditors - - Amol Arvindrao Kulkarni
Interest due thereon remaining unpaid to any supplier as at the end of the period/year - - Jeevanlal Nagori (Director) Independent Director
Trade Payables - - Tonira Pharma Ltd. Arun Kanodiya
Capital creditors - - Avik Pharmaceuticals Ltd. Independent Director
The amount of interest paid by the buyer in terms of section 16 of the Micro, Small and Medium - - Ajanma Holdings Pvt. Ltd. Ishita Manjrekar
Enterprises Development Act 2006 Non-Executive Director
IPCA Traditional Remedies Pvt. Ltd.
The amount of payment made to Micro and Small supplier beyond the appointed day during - - Transrail Lighting Ltd. Jeevanlal Nagori
each accounting year. Kajorimal Basantilal Nagori Charitable Trust Independent Director
The amount of interest accrued and remaining unpaid at the end of the accounting year. - - Jitendra Popatlal Vakharia
Ishita Surendra Manjrekar (Director)
The amount of interest due and payable for period of delay in making payment (which have - - Independent Director
Sunanda Speciality Coatings Pvt. Ltd.
been paid but beyond the appointed day during the year) but without adding the interest Kamalvijay Ramchandra Tulsian
Sunworks Chemicals Pvt. Ltd.
specified under MSMED Act 2006. Chairperson Non-Executive Director
Sunanda Global Outreach Foundation
The amount of interest accrued and remaining unpaid at the end of the accounting year. - - Leja Satish Hattiangadi
Sunanda Smile Foundation
The amount of further interest remaining due and payable even in the succeeding year, until - - Independent Director
such date when the interest dues as above are actually paid to the small enterprises for the Rajkumar Mangilal Borana
purpose of disallowance as a deductible expenditure under section 23 of the MSMED Act, Independent Director
2006.
Dues to Micro and Small Enterprises have been determined to the extent such parties have been identified on the basis of information collected by the Management.
This has been relied upon by the auditors.
283 —— Standalone Financial Statements Aether Industries Limited 284 —— Standalone Financial Statements Aether Industries Limited
D. Disclosure in respect of transactions which are more than 10% of the total As at March 31, 2023 As at March 31, 2022
B. Related party transactions For the year ended For the year ended
transactions of the same type with related parties during the year
March 31, 2023 March 31, 2022
Nature of Transaction Promoters Companies Other Total Promoters Companies Other Total Managerial Remuneration
and Controlled Directors and Controlled Directors Ashwin Desai ₹ 13.65 ₹ 13.00
their by Directors / on Board their by Directors / on Board Purnima Desai ₹ 13.65 ₹ 13.00
relatives Relatives relatives Relatives
Rohan Desai ₹ 19.47 ₹ 13.00
Rent Paid ₹ 6.00 - - ₹ 6.00 ₹ 9.60 - - ₹ 9.60
Aman Desai ₹ 20.48 ₹ 19.50
Interest Paid - - - - - - - -
Total ₹ 67.25 ₹ 58.50
Loan accepted -₹ 149.20 - - -₹ 149.20 ₹ 23.50 - - ₹ 23.50
Transactions with Companies Controlled by Directors / Relatives
Managerial Remuneration ₹ 67.25 - - ₹ 67.25 ₹ 58.50 - - ₹ 58.50 Sunanda Speciality Coatings Pvt. Ltd. (Consumables) ₹ 0.06 ₹ 0.08
Purchase of Consumables - ₹ 0.06 - ₹ 0.06 - ₹ 0.08 - ₹ 0.08 Sunanda Speciality Coatings Pvt. Ltd. (Material for Building & Structure) ₹ 14.81 ₹ 9.88
Purchase of Material for - ₹ 14.81 - ₹ 14.81 - ₹ 9.88 - ₹ 9.88 Globe Enviro Care Limited (ETP Expenses) ₹ 47.23 ₹ 49.01
Building & Structure
Aether Foundation (CSR Expenses) ₹ 2.10 ₹ 7.85
ETP Expenses - ₹ 47.23 - ₹ 47.23 - ₹ 49.01 - ₹ 49.01
KBN Charitable Trust (CSR Expenses) ₹ 0.60 -
CSR Activities - ₹ 2.10 - ₹ 2.10 - ₹ 7.85 - ₹ 7.85
Total ₹ 64.80 ₹ 66.81
Salary ₹ 5.41 - - ₹ 5.41 ₹ 10.52 - - ₹ 10.52
Loans Accepted
Sitting Fee - - ₹ 3.04 ₹ 3.04 - - ₹ 2.52 ₹ 2.52 Ashwin Jayantilal Desai -₹ 35.02 ₹ 14.50
Investment - ₹ 0.50 - ₹ 0.50 - - - - Purnima Ashwin Desai -₹ 11.11 -
Charitable Purpose - - ₹ 0.60 ₹ 0.60 - - - - Rohan Ashwin Desai -₹ 59.18 ₹ 3.90
Total -₹ 70.54 ₹ 64.70 ₹ 3.64 -₹ 2.21 ₹ 102.12 ₹ 66.81 ₹ 2.52 ₹ 171.45 Aman Ashwin Desai -₹ 12.91 ₹ 3.50
Aman Ashwin Desai (HUF) - -₹ 26.29
C. Balances outstanding at the end of the period / year As at March 31, 2023 As at March 31, 2022 Payal Rohan Desai -₹ 4.70 ₹ 1.60
Rent payable ₹ 0.58 ₹ 1.27 Ishita Manjrekar -₹ 26.29 ₹ 26.29
Interest payable - - Total -₹ 149.20 ₹ 23.50
Salary Paid
Managerial remuneration payable ₹ 2.91 ₹ 2.36
Payal Rohan Desai - ₹ 6.50
Unsecured loans received - ₹ 149.20
Faiz Arif Nagariya ₹ 4.63 ₹ 3.45
Salary Payable ₹ 0.25 ₹ 0.31
Chitrarth Rajan Parghi ₹ 0.78 ₹ 0.57
Total ₹ 5.41 ₹ 10.52
During the above periods, the Company did not enter into any material transactions (as defined in the Company’s policy on related party transactions) with related parties.
Sitting Fee to Director
All other transactions of the Company with the related parties were in the ordinary course of business and at an arm’s length.
Amol Arvindrao Kulkarni ₹ 0.40 ₹ 0.20
Arun Kanodiya ₹ 0.60 ₹ 0.65
D. Disclosure in respect of transactions which are more than 10% of the total As at March 31, 2023 As at March 31, 2022 ₹ 0.32 ₹ 0.38
Ishita Manjrekar
transactions of the same type with related parties during the year
Jeevanlal Nagori ₹ 0.43 ₹ 0.27
Rent Paid Jitendra Popatlal Vakharia ₹ 0.25 ₹ 0.15
Purnima Desai - - Kamalvijay Ramchandra Tulsian ₹ 0.53 ₹ 0.48
Payal Desai ₹ 1.20 ₹ 1.80 Leja Satish Hattiangadi ₹ 0.32 ₹ 0.25
Ashwin Desai - ₹ 1.80 Rajkumar Mangilal Borana ₹ 0.22 ₹ 0.15
Rohan Desai - ₹ 1.20 Total ₹ 3.04 ₹ 2.52
Kamalvijay Ramchandra HUF ₹ 2.40 ₹ 2.40 Investment
Pramilaben Kamalvijay Tulsian ₹ 2.40 ₹ 2.40 Aether Speciality Chemicals Limited 0.50 -
Total ₹ 6.00 ₹ 9.60 Total ₹ 0.50 -
285 —— Standalone Financial Statements Aether Industries Limited 286 —— Standalone Financial Statements Aether Industries Limited
Particulars For the year ended March 31, 2023 For the year ended March 31, 2022
41. Section 35 (2AB) of Income Tax Act, 1961 Disclosure Computer Software ₹ 0.07 ₹ 0.22
Particulars For the year ended March 31, 2023 For the year ended March 31, 2022 CWIP ₹ 3.34 ₹ 155.61
Salary, Wages & PF ₹ 343.64 ₹ 287.34
Total Capital Expenditure (B)
Salary Expense ₹ 54.53 ₹ 34.04
Total Expenditure (A) + (B) ₹ 501.39 ₹ 392.60
Overtime Wages ₹ 1.60 ₹ 1.57
Employer's Contribution to PF ₹ 1.05 ₹ 1.78
Employee Medical Insurance Expenses
Employer's Contribution to ESI ₹ 0.21 ₹ 0.49
Leave Encashment Expenses 42. Financial risk management
Leave Encashment Expenses ₹ 1.00 ₹ 0.76 The Company’s exposure to credit risk is influenced mainly by
The Company’s board of directors has overall responsibility
Other Employee Related Expenses for the establishment and oversight of the Company’s risk the individual characteristics of each customer However,
Bonus ₹ 6.04 ₹ 4.86 management framework. The board of directors is management also considers the factors that may influence
Managerial Remuneration responsible for developing and monitoring the Company’s risk the credit risk of its customer base, including the default risk
Salaries to Directors ₹ 5.99 ₹ 6.00 management policies. The board regularly meets to decide its associated with the industry and country in which customers
risk management activities. operate.
Bonus to Directors ₹ 0.50 ₹ 0.68
Consumption of Material Credit risk is managed through credit approvals, establishing
The Company's risk management policies are established to
R&D Material ₹ 24.59 ₹ 12.54 identify and analyse the risks faced by the Company, to set credit limits and continuously monitoring the creditworthiness
Power & Fuel appropriate risk limits and controls to monitor risks and of customers to which the Company grants credit terms in the
Diesel Expenses ₹ 18.44 ₹ 10.09 adherence to limits. Risk management policies and systems normal course of business.
Repairs & Maintenance are reviewed regularly to reflect changes in market conditions
and the Company’s activities. The Company, through its On account of adoption of Ind AS 109, the Company uses
Plant & Machinery ₹ 1.69 ₹ 2.07 expected credit loss model to assess impairment loss or gain.
training and management standards and procedures, aims to
Buildings ₹ 0.57 ₹ 1.34 maintain a disciplined and constructive control environment in The Company uses a matrix to compute the expected credit
Others ₹ 0.47 ₹ 1.15 which all employees understand their roles and obligations. loss allowance for trade receivables. The provision matrix
Electricity Expenses takes into account available external and internal credit risk
The Company’s management monitors compliance with the factors and Company's historical experience for customers.
Electricity Expenses ₹ 29.89 ₹ 18.82
Company’s risk management policies and procedures, and
Vehicle Running Expenses reviews the adequacy of the risk management framework in • The company has not made any provision on expected credit
Petrol & Other Expenses ₹ 0.68 ₹ 0.49 relation to the risks faced by the Company. The Board is also loss on trade receivables and other financials assets, based
Vehicle Repairing Expenses ₹ 0.21 ₹ 0.16 assisted by internal audit. Internal audit undertakes both on the management estimates.
Vehicle Hiring Charges ₹ 0.60 ₹ 2.10 regular and adhoc reviews of risk management controls and
procedures, the results of which are reported to the Board of • Credit risk on cash and cash equivalents is limited as the
Rent, Rates & Taxes
Directors. Company generally invests in deposits with banks and
Rent ₹ 7.42 ₹ 4.80 financial institutions with high credit ratings assigned by
Other Administrative & General Expenses The Company has exposure to the following risks arising from domestic credit rating agencies.
Security Expenses ₹ 2.29 ₹ 1.51 financial instruments:
• credit risk - see note (a) below B. Liquidity risk
Total Revenue Expenditure (A) ₹ 157.75 ₹ 105.27
• liquidity risk - see note (b) below Liquidity risk is the risk that the Company will encounter
Capital Expenditure difficulty in meeting the obligations associated with its
• market risk - see note (c) below
Buildings ₹ 50.00 ₹ 29.87 financial liabilities that are settled by delivering cash or
Computers ₹ 4.64 ₹ 1.19 A. Credit risk another financial asset. The Company’s approach to
Factory Equipment (Electric) ₹ 33.64 ₹ 7.19 Credit risk is the risk of financial loss to the Company if a managing liquidity is to ensure, that it will have sufficient
Furniture & Fixtures ₹ 8.35 ₹ 0.08 customer or counter-party to a financial instrument fails to liquidity to meet its liabilities when they are due, under both
meet its contractual obligations, and arises principally from normal and stressed conditions, without incurring
Other Equipment (Lab) ₹ 44.87 ₹ 3.97
the Company's receivables from customers. unacceptable losses or risking damage to the Company’s
Office Equipment ₹ 9.98 ₹ 1.05 reputation.
Plant & Machinery ₹ 188.75 ₹ 88.16
287 —— Standalone Financial Statements Aether Industries Limited 288 —— Standalone Financial Statements Aether Industries Limited
The Company's treasury department within the Finance Department is responsible for liquidity and funding. In addition policies and Following is the Company's exposure to financial liabilities based on the contractual maturity as at reporting date.
procedures relating to such risks are overseen by the management.
As at March 31, 2023 As at March 31, 2022
The company's principal sources of liquidity are cash and cash equivalents and the cash flow that is generated from the operations.
Financial assets Foreign currency Equivalent Foreign currency Equivalent
amount in rupees amount in rupees
Particulars As at March 31, 2023 As at March 31, 2022
Trade receivables $ 18.54 ₹ 1,523.75 $ 8.88 ₹ 672.71
Total current assets (A) ₹ 6,751.28 ₹ 4,097.90
Balance with banks - in EEFC accounts $ 1.80 ₹ 148.30 $ 0.43 ₹ 32.40
Total current liabilities (B) ₹ 940.00 ₹ 2,421.75
Working capital (A-B) ₹ 5,811.28 ₹ 1,676.15 Total $ 20.34 ₹ 1,672.05 $ 9.30 ₹ 705.10
Current Ratio 7.18 1.69 Notes: Amounts seen as (0.00) are below the disclosure threshold of the Company.
Following is the Company's exposure to financial liabilities based on the contractual maturity as at reporting date. As at March 31, 2023 As at March 31, 2022
Financial liabilities Foreign currency Equivalent Foreign currency Equivalent
Contractual cash flows as at March 31, 2023 amount in rupees amount in rupees
Nature of Transaction Carrying value Less than 1 year More than 1 year Total $ 3.09 ₹ 254.16 $ 0.53 ₹ 40.16
Trade payable
Borrowings ₹ 1.06 ₹ 1.06 - ₹ 1.06 Total $ 3.09 ₹ 254.16 $ 0.53 ₹ 40.16
Trade payables ₹ 815.18 ₹ 814.52 ₹ 0.66 ₹ 815.18
Notes: Amounts seen as (0.00) are below the disclosure threshold of the Company.
Lease liabilities ₹ 156.07 ₹ 10.76 ₹ 145.32 ₹ 156.07
Other liabilities ₹ 96.92 ₹ 96.92 - ₹ 96.92
As at March 31, 2023 As at March 31, 2022
Currency wise net exposure Foreign currency Equivalent Foreign currency Equivalent
Following is the Company's exposure to financial liabilities based on the contractual maturity as at reporting date.
(assets -liabilities) amount in rupees amount in rupees
Contractual cash flows as at March 31, 2022 USD $ 17.25 ₹ 1,417.90 $ 8.77 ₹ 664.94
Nature of Transaction Carrying value Less than 1 year More than 1 year Total Total $ 17.25 ₹ 1,417.90 $ 8.77 ₹ 664.94
Borrowings ₹ 2,850.75 ₹ 1,632.62 ₹ 1,218.13 ₹ 2,850.75 Notes: Amounts seen as (0.00) are below the disclosure threshold of the Company.
Trade payables ₹ 698.54 ₹ 697.58 ₹ 0.96 ₹ 698.54
Lease liabilities ₹ 56.54 ₹ 5.85 ₹ 50.69 ₹ 56.54 Sensitivity analysis Impact on profit/equity (1% strengthening)
Other liabilities ₹ 63.46 ₹ 63.46 - ₹ 63.46
March 31, 2023 March 31, 2022
USD $ 14.18 ₹ 6.65
C. Market risk
Total $ 14.18 ₹ 6.65
Market risk is the risk that changes with market prices – such as foreign exchange rates and interest rates, will affect the
Company’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and
Notes: Amounts seen as (0.00) are below the disclosure threshold of the Company.
control market risk exposures within acceptable parameters, while optimising the return.
Notes: Amounts seen as (0.00) are below the disclosure threshold of the Company
289 —— Standalone Financial Statements Aether Industries Limited 290 —— Standalone Financial Statements Aether Industries Limited
2. Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in 44.Fair value measurements
market interest rates. The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s
debt obligations with floating interest rates. The Company manages its interest rates by selection of appropriate type of borrowings a. Categories of financial instruments As at March 31, 2023
and by negotiation with the bankers. Fair Values
Category Carrying amount FVTPL FVTPL FVTOCI Amortised Cost
The exposure of the borrowings (long term and short term ) to interest rate changes at the end of the reporting period are as follows:
Level 1 Level 3 Level 3 Level 2
Financial assets
Particulars As at March 31, 2023 As at March 31, 2022 Trade receivables ₹ 2,589.82 - - - ₹ 2,589.82
Variable rate borrowings - ₹ 2,399.52 Cash and cash equivalents ₹ 708.64 - - - ₹ 708.64
Fixed rate borrowings ₹ 1.06 ₹ 151.22 Other bank balances ₹ 313.81 - - - ₹ 313.81
Total borrowings ₹ 1.06 ₹ 2,550.76 Investment in mutual funds - Quoted ₹ 10.01 ₹ 10.01 - - -
Investments in equity shares - Unquoted ₹ 2.60 - - ₹ 2.60 -
Sensitivity analysis Impact on profit/equity (1% weakening) Loans ₹ 11.38 - - - ₹ 11.38
Other financial assets ₹ 30.28 - - - ₹ 30.28
Particulars March 31, 2023 March 31, 2022
Total financial assets ₹ 3,666.54 ₹ 10.01 - ₹ 2.60 ₹ 3,653.93
Increase by 50 basis points - -₹ 12.00
Financial liabilities
Decrease by 50 basis points - ₹ 12.00
Borrowings ₹ 1.06 - - - ₹ 1.06
Trade payables ₹ 815.18 - - - ₹ 815.18
Other financial liabilities ₹ 252.99 - - - ₹ 252.99
43. Capital management Total financial liabilities ₹ 1,069.24 - - - ₹ 1,069.24
The Company's capital comprises equity share capital, surplus in the statement of profit and loss and other equity attributable to a. Categories of financial instruments As at March 31, 2022
equity holders. Fair Values
Category Carrying amount FVTPL FVTPL FVTOCI Amortised Cost
- The Company's objectives when managing capital are to :
Level 1 Level 3 Level 3 Level 2
- safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits
for other stakeholders, and Financial assets
- maintain an optimal capital structure to reduce the cost of capital. Trade receivables ₹ 1,634.80 - - - ₹ 1,634.80
Cash and cash equivalents ₹ 33.39 - - - ₹ 33.39
The Company monitors capital using debt-equity ratio, which is net debt divided by total equity. These ratios are illustrated below :
Other bank balances ₹ 146.77 - - - ₹ 146.77
Investment in mutual funds - Quoted ₹ 170.11 ₹ 170.11 - - -
Particulars As at March 31, 2023 As at March 31, 2022
Investments in equity shares - Unquoted ₹ 2.09 - - ₹ 2.09 -
Total liabilities ₹ 1,353.08 ₹ 3,829.37 Loans ₹ 8.36 - - - ₹ 8.36
Less: cash and cash ₹ 1,022.45 ₹ 180.16 Other financial assets ₹ 25.90 - - - ₹ 25.90
equivalents and bank balances
Total financial assets ₹ 2,021.42 ₹ 170.11 - ₹ 2.09 ₹ 1,849.22
Net debt ₹ 330.62 ₹ 3,649.21
Financial liabilities
Total equity ₹ 12,446.09 ₹ 3.868.89
Borrowings ₹ 2,850.75 - - - ₹ 2,850.75
Debt-equity ratio 0.03 0.94
Trade payables ₹ 698.54 - - - ₹ 698.54
Other financial liabilities ₹ 120.00 - - - ₹ 120.00
Total financial liabilities ₹ 3,669.29 - - - ₹ 3,669.29
291 —— Standalone Financial Statements Aether Industries Limited 292 —— Standalone Financial Statements Aether Industries Limited
b. Fair value hierarchy Changes in the fair value of plan assets are as follows
As per Ind AS 107 "Financial Instrument: Disclosure", fair value disclosures are not required when the carrying amounts reasonably
approximate the fair value. As illustrated above, all financial instruments of the company which are carried at amortized cost
approximates the fair value (except for which the fair values are mentioned). Investments in Mutual Funds which are designated at Particulars As at March 31, 2023 As at March 31, 2022
FVTPL & investment in shares which are classified as FVTOCI are at fair value. Fair value of plan assets at the beginning of the period / year ₹ 27.46 ₹ 19.18
Interest income ₹ 1.99 ₹ 1.31
45. Details of employee benefits as required by Ind-AS 19 - "Employee benefits are as under" Contributions ₹ 8.55 ₹ 7.65
Mortality charges and taxes - -
I. Defined contribution plan - Provident fund and other funds Benefits paid -₹ 1.20 -₹ 0.67
II. The company has recognised following amounts in the profit & loss account for the year/ period: Return on plan assets, excluding amount recognized in -₹ 0.55 -
Interest Income - Gain / (Loss)
Fair value of Plan assets at end of the period / year ₹ 36.24 ₹ 27.46
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
Provident fund
Employer's Contribution ₹ 12.72 ₹ 10.30 Net interest cost for current period
Administration charges ₹ 0.55 ₹ 0.46
Employer's Contribution to ESI (Employee State Insurance) ₹ 2.68 ₹ 2.37 Particulars As at March 31, 2023 As at March 31, 2022
Total ₹ 15.95 ₹ 13.12
Present Value of Benefit Obligation at the Beginning of the Period ₹ 25.12 ₹ 17.43
Fair Value of Plan Assets at the Beginning of the Period -₹ 27.46 -₹ 19.18
I. Defined benefit plan
I. The defined benefit plan comprises gratuity, which is funded. Net Liability/(Asset) at the Beginning -₹ 2.34 -₹ 1.75
II. Actuarial gains and losses in respect of defined benefit plans are recognised in the Other Comprehensive Income (OCI). Interest Cost ₹ 1.82 ₹ 1.19
Interest Income -₹ 1.99 -₹ 1.31
IV. The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Net interest cost for current period -₹ 0.17 -₹ 0.12
V. These defined benefit plans expose the Company to actuarial risks, such as longevity risk and interest rate risk.
VII. The following tables summarise the components of net benefit expense recognised in the statement of profit and loss, the funded Net employee benefit expense on account of gratuity recognised in employee benefit expenses
status and amounts recognised in balance sheet for the plan.
Particulars As at March 31, 2023 As at March 31, 2022
IX. Changes in the present value of the defined benefit obligation are as follows:
Current service cost ₹ 6.48 ₹ 5.20
Particulars As at March 31, 2023 As at March 31, 2022 Net interest (Income)/ Expense -₹ 0.17 -₹ 0.12
Present Value of Benefit Obligation at the Beginning of ₹ 25.12 ₹ 17.43 Net benefit expense ₹ 6.31 ₹ 5.08
the Period
Interest cost ₹ 1.82 ₹ 1.19
Amount recognised in the statement of other comprehensive income
Current service cost ₹ 6.48 ₹ 5.20
Benefits paid -₹ 1.20 -₹ 0.67
Particulars As at March 31, 2023 As at March 31, 2022
Actuarial (Gains)/Losses on Obligations
Due to Change in Demographic Assumptions - ₹ 0.01 Re-measurement for the year - obligation (gain) / loss ₹ 1.12 ₹ 1.98
Due to Change in Financial Assumptions -₹ 1.12 -₹ 1.53 Re-measurement for the year - plan assets (gain) / loss ₹ 0.55 -
Due to Experience ₹ 2.24 ₹ 3.50 Total re-measurements cost / (credit) for the period / year recognised in other
₹ 1.67 ₹ 1.98
comprehensive income
Present Value of Obligation at the end of the period / year ₹ 33.33 ₹ 25.12
293 —— Standalone Financial Statements Aether Industries Limited 294 —— Standalone Financial Statements Aether Industries Limited
Net Defined Benefit Liability/(Asset) for the period / year Expected future benefit payments.
The following benefit payments, for each of the next five years and the aggregate five years thereafter, are expected to be paid
Particulars As at March 31, 2023 As at March 31, 2022 Duration of defined benefit payments March 31, 2023 March 31, 2022
Defined Benefit Obligation ₹ 33.33 ₹ 25.12 1st Following Year ₹ 1.23 ₹ 0.90
Fair value of plan assets ₹ 36.24 ₹ 27.46 2nd Following Year ₹ 1.39 ₹ 1.00
Closing net defined benefit liability/(asset) -₹ 2.91 -₹ 2.34 3rd Following Year ₹ 1.57 ₹ 1.16
4th Following Year ₹ 1.75 ₹ 1.23
5th Following Year ₹ 1.84 ₹ 1.35
Particulars As at March 31, 2023 As at March 31, 2022
Sum of Years 6 to 10 ₹ 10.24 ₹ 7.35
Current -₹ 2.91 -₹ 2.34 Sum of Years 11 and above ₹ 100.33 ₹ 75.50
Non-Current - -
The principal assumptions used in determining gratuity obligations for the Company’s plan are shown below 46. Stock options scheme
Aether Industries Limited - Employee Stock Option Scheme - 2021 (AIL ESOS 2021):
Assumptions As at March 31, 2023 As at March 31, 2022
Mortality table Indian Assured Lives Indian Assured Lives The Company has instituted equity-settled Employee Stock Option Scheme - 2021 duly approved by the shareholders in the extra-
Mortality 2012-14( Urban) Mortality (2006-08) Ultimate ordinary general meeting of the Company held on 18 November 2021. The Company introduced the AIL ESOS 2021 primarily with a
Discount rate 7.50% 6.82% view to attract, retain and incentivise the existing and new employees of the Company and motivate them to contribute to the growth
Rate of increase in compensation levels 8.00% 8.00% and profitability of the Company. The shareholders by way of special resolution have authorised the Nomination and Remuneration
Committee to grant options not exceeding 11,00,000 to the eligible employees under the AIL ESOS 2021, in one or more tranches, with
Expected rate of return on plan assets 7.50% 6.82%
each such option conferring a right upon the Eligible employee to apply for one share of the Company.
Withdrawal rate #
- Age up to 30 years 5.00% 5.00% As per AIL ESOS 2021, the Nomination and Remuneration Committee shall determine the eligibility criteria for employees to whom the
- Age 31 - 40 years 5.00% 5.00% options would be granted and shall approve the grant of options. The options granted on any date shall vest not earlier than 1 (one) year
and not later than a maximum of 7 (seven) years from the date of grant of options. Vesting of options would be subject to continued
- Age 41 - 50 years 5.00% 5.00%
employment with the Company. The exercise period shall be 7 (seven) years from the date of vesting of options. The vested options
- Age above 50 years 5.00% 5.00% can be exercised by the employee any time within the exercise period, or such other shorter period as may be prescribed by the
Nomination and Remuneration Committee from time to time and as set out in the Grant Letter.
A quantitative sensitivity analysis for significant assumption as at 31 March 2023 & 31 March 2022 is as shown below:
The scheme was modified on 27 September 2022 and the revised terms are prospectively applicable to all grants under the scheme.
The modified terms are defined as follows:
As at March 31, 2023 As at March 31, 2022 The vesting period is minimum 1 (one) year but not later than 15 (fifteen) years from the date of grant of options. Vesting of options
Assumptions Increase by Decrease by Increase by Decrease by would be subject to continued employment with the Company. The exercise period shall be 15 (fifteen) years from the date of vesting of
100 basis points 100 basis points 100 basis points 100 basis points options, subject to exceptional circumstances. The vested options can be exercised by the employee any time within the exercise
period, or such other shorter period as may be prescribed by the Nomination and Remuneration Committee from time to time and as
Delta effect of 1% change in set out in the Grant Letter.
rate of discounting -₹ 3.97 ₹ 4.85 -₹ 3.09 ₹ 3.79
rate of salary increase ₹ 4.59 -₹ 3.93 ₹ 3.64 -₹ 3.08 Under the said scheme Nomination and Remuneration Committee of the board of directors has granted following options to its eligible
rate of employee turnover employees:
-₹ 0.39 ₹ 0.42 -₹ 0.41 ₹ 0.46
295 —— Standalone Financial Statements Aether Industries Limited 296 —— Standalone Financial Statements Aether Industries Limited
Reconciliation of outstanding employee stock options: Weighted average remaining contractual life of the options outstanding at the
8.93 years 10.27 years
end of the period
As at March 31, 2023 As at March 31, 2022
Particulars Weighted average No. of options Weighted average No. of options Fair value of the options granted:
exercise price per exercise price per
option (₹) option (₹) The fair value of the options granted is mentioned below as per vesting period. The fair value of the options is determined using Black-
Scholes-Merton model which takes into account the exercise price, the term of the option (time to maturity), the share price as at the
Opening Balance ₹ 321.00 0 - 0 grant date and expected price volatility (standard deviation) of the underlying share, the expected dividend yield and risk-free interest
Granted during the year ₹ 335.27 40,564 ₹ 321.00 1,81,122 rate for the term of the option.
Exercised during the year ₹ 321.00 28,048 - 0 Fair value and assumptions for the equity-settled grant made on 20 November 2022
Forfeited / Lapsed during the year ₹ 321.00 13,199 ₹ 321.00 6,291
Closing Balance ₹ 324.32 ₹ 321.00 i. Tranche I
1,74,148 1,74,148
Options exercisable at the end of the period - - - - Grant: AIL ESOS 2021 (modified) Vesting Date
Weighted average share price on the date of exercise is ₹ 985.35 (Previous Year: NA*) Grant Date: 20 November 2022 November 20, 2023 November 20, 2024 November 20, 2025
*Weighted average exercise price of shares is required to be disclosed, where share options are exercised during the period. As no options were exercised in the
previous period, information is not disclosed. Input variables
Stock Price per Share (₹) ₹ 985.35 ₹ 985.35 ₹ 985.35
Stock options outstanding at the end of the period have the following remaining contractual life: Standard Deviation (Volatility) 44.39% 45.90% 44.84%
Risk-free Rate 7.03% 7.12% 7.16%
Grant date Expiry date Exercise price (₹) Options outstanding as at Options outstanding as at
Exercise Price (₹) ₹ 321.00 ₹ 321.00 ₹ 321.00
March 31, 2023 March 31, 2022
Time to Maturity (in Years) 2.50 3.50 4.50
November 20, 2021 November 29, 2029 ₹ 321.00 - 29,447
Dividend Yield 0.00% 0.00% 0.00%
November 20, 2021 November 29, 2030 ₹ 321.00 27,256 29,520
Output
November 20, 2021 November 29, 2031 ₹ 321.00 27,182 29,446 ₹ 720.47 ₹ 744.50 ₹ 764.60
Fair Value of Options (₹)
November 20, 2021 November 29, 2032 ₹ 321.00 24,715 26,977
November 20, 2021 November 29, 2033 ₹ 321.00 21,147 23,094 ii. Tranche II
November 20, 2021 November 29, 2034 ₹ 321.00 19,968 21,808
Grant: AIL ESOS 2021 (modified) Vesting Date
November 20, 2021 November 29, 2035 ₹ 321.00 13,316 14,539
Grant Date: 20 November 2022 November 20, 2023 November 20, 2024 November 20, 2025 November 20, 2026
November 20, 2022 November 29, 2026 ₹ 321.00 4,153 -
Input variables
November 20, 2022 November 29, 2027 ₹ 321.00 4,153 -
Stock Price per Share (₹) ₹ 985.35 ₹ 985.35 ₹ 985.35 ₹ 985.35
November 20, 2022 November 29, 2028 ₹ 321.00 4,155 -
Standard Deviation (Volatility) 46.81% 44.37% 44.20% 42.66%
November 20, 2022 November 29, 2027 ₹ 321.00 6,230 -
Risk-free Rate 7.08% 7.12% 7.18% 7.31%
November 20, 2022 November 29, 2028 ₹ 321.00 6,230 -
Exercise Price (₹) ₹ 321.00 ₹ 321.00 ₹ 321.00 ₹ 321.00
November 20, 2022 November 29, 2029 ₹ 321.00 6,230 - Time to Maturity (in Years) 3.00 4.00 5.00 6.00
November 20, 2022 November 29, 2030 ₹ 321.00 6,232 - Dividend Yield 0.00% 0.00% 0.00% 0.00%
November 20, 2022 November 29, 2031 ₹ 503.00 477 - Output
November 20, 2022 November 29, 2032 ₹ 503.00 477 - Fair Value of Options (₹) ₹ 733.86 ₹ 753.56 ₹ 773.65 ₹ 791.09
November 20, 2022 November 29, 2033 ₹ 503.00 477 -
November 20, 2022 November 29, 2034 ₹ 503.00 477 -
November 20, 2022 November 29, 2035 ₹ 503.00 477 -
November 20, 2022 November 29, 2036 ₹ 503.00 477 -
November 20, 2022 November 29, 2037 ₹ 503.00 319 -
Total 1,74,148 1,74,831
297 —— Standalone Financial Statements Aether Industries Limited 298 —— Standalone Financial Statements Aether Industries Limited
iii. Tranche III 47. Revenue from contracts with customers
Grant: AIL ESOS 2021 (modified) Vesting Date
a. Reconciliation of revenue recognised with the contracted For the year ended For the year ended
Grant Date: 20 November 2022 November November November November November November November price is as follows March 31, 2023 March 31, 2022
20, 2024 20, 2025 20, 2026 20, 2027 20, 2028 20, 2029 20, 2030
Gross Sales (Contracted Price) ₹ 6,510.74 ₹ 5,902.73
Input variables
Reductions towards variable consideration (Discount & Delayed Delivery Charges) - -₹ 2.26
Stock Price per Share (₹) ₹ 985.35 ₹ 985.35 ₹ 985.35 ₹ 985.35 ₹ 985.35 ₹ 985.35 ₹ 985.35
Revenue recognised ₹ 6,510.74 ₹ 5,900.47
Standard Deviation (Volatility) 43.46% 46.81% 44.37% 44.20% 42.66% 42.42% 43.11%
Risk-free Rate 7.26% 7.08% 7.12% 7.18% 7.31% 7.36% 7.38% The Company derives its revenue from contracts with customers for the transfer of goods and services at a point in time and over the period in the following major
Exercise Price (₹) ₹ 503.00 ₹ 321.00 ₹ 321.00 ₹ 321.00 ₹ 321.00 ₹ 503.00 ₹ 503.00 product lines. The disclosure of revenue by product line is consistent with the revenue information that is disclosed for each reportable segment under Ind AS 108.
Time to Maturity (in Years) 5.50 3.00 4.00 5.00 6.00 10.50 11.50
Dividend Yield 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% b. External revenue by Product Line For the year ended For the year ended
Output March 31, 2023 March 31, 2022
Fair Value of Options (₹) ₹ 688.80 ₹ 713.27 ₹ 738.17 ₹ 758.11 ₹ 777.93 ₹ 795.74 ₹ 813.86 3-Methoxy-2-Methyllenzoyl Chloride (MMBC) ₹ 976.42 ₹ 588.49
4-(2-Methoxyethyl) Phenol (4MEP) ₹ 926.88 ₹ 1,650.33
Fair value and assumptions for the equity-settled grant made on 20 November 2021 Bifenthrin Alcohol (BFA) ₹ 925.45 ₹ 623.15
Grant: AIL ESOS 2021 Vesting Date Thiophene-2-Ethanol (T2E) ₹ 498.47 ₹ 668.10
Grant Date: 20 November 2021 November November November November November November November 2-Methoxy-6-Chlorotoluene (MCT) ₹ 331.91 ₹ 190.75
20, 2022 20, 2023 20, 2024 20, 2025 20, 2026 20, 2027 20, 2028 1-[2-(2-Hydroxyethoxy)Ethyl]Piperazine (HEEP) ₹ 288.30 ₹ 225.03
Input variables 1-Deoxy-1-(Octylamino)-D-Glucitol (NODG) ₹ 221.38 ₹ 219.18
Stock Price per Share (₹) ₹ 411.81 ₹ 411.81 ₹ 411.81 ₹ 411.81 ₹ 411.81 ₹ 411.81 ₹ 411.81 Delta - Valerolactone (DVL) ₹ 218.35 ₹ 195.31
Standard Deviation (Volatility) 41.64% 40.62% 41.21% 40.77% 41.31% 41.35% 41.89% 4'-Methyl-2-Cyanobiphenyl (OTBN) ₹ 30.04 ₹ 243.51
Risk-free Rate 5.72% 5.96% 6.19% 6.29% 6.36% 6.37% 6.48% Other Products ₹ 1,276.16 ₹ 817.56
Exercise Price (₹) ₹ 321.00 ₹ 321.00 ₹ 321.00 ₹ 321.00 ₹ 321.00 ₹ 321.00 ₹ 321.00 Revenue from products (Recognised at point in time) (A) ₹ 5,693.36 ₹ 5,421.42
Time to Maturity (in Years) 4.50 5.50 6.50 7.50 8.50 9.50 10.50 Service name
Dividend Yield 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% CRAMS ₹ 817.38 ₹ 479.05
Output Revenue from services (Recognised over the period) (B) ₹ 817.38 ₹ 479.05
Fair Value of Options (₹) ₹ 210.91 ₹ 226.79 ₹ 244.51 ₹ 257.65 ₹ 271.43 ₹ 282.50 ₹ 294.59 Grand Total (A) + (B) ₹ 6,510.74 ₹ 5,900.47
299 —— Standalone Financial Statements Aether Industries Limited 300 —— Standalone Financial Statements Aether Industries Limited
d. Revenue by Geographies / Regions For the year ended For the year ended e. Amounts recognised in the statement of cash flow
March 31, 2023 March 31, 2022 Particulars As at March 31, 2023 As at March 31, 2022
India (including Deemed Exports) ₹ 3,590.36 ₹ 3,116.22 Total cash outflow for leases ₹ 11.03 ₹ 10.01
India (SEZ) ₹ 281.07 ₹ 351.72
Italy ₹ 976.57 ₹ 533.57 f. Maturity analysis – contractual un-discounted cash flows
USA ₹ 519.38 ₹ 227.81
Particulars As at March 31, 2023 As at March 31, 2022
Netherlands ₹ 358.20 ₹ 142.88
Less than one year ₹ 26.59 ₹ 14.19
Germany ₹ 266.57 ₹ 377.45
Spain ₹ 120.00 ₹ 504.96 One to five years ₹ 97.66 ₹ 57.75
China ₹ 105.16 ₹ 90.17 More than five years ₹ 202.31 ₹ 5.40
Japan ₹ 67.70 ₹ 71.26 Total un-discounted lease liabilities ₹ 326.56 ₹ 77.35
Israel ₹ 59.33 ₹ 24.56
Mexico ₹ 51.42 ₹ 140.70
g. Other notes The weighted average incremental borrowing rate applied to lease liabilities as at April 1, 2018 is 9.50%.
Switzerland ₹ 41.50 ₹ 80.01 1. Operating lease payable as per previous GAAP as at transition date is considered for calculation of lease liabilities under Ind AS 116.
Belgium ₹ 8.85 ₹ 65.17
Romania ₹ 5.24 ₹ 20.50
Taiwan ₹ 0.66 ₹ 90.37 49. Operating Segment
Others - Europe ₹ 45.16 ₹ 63.15
Particulars For the year ended For the year ended
Others - Asia ₹ 13.55 - March 31, 2023 March 31, 2022
Total revenue ₹ 6,510.74 ₹ 5,900.47
Sales
India ₹ 3,871.71 ₹ 3,467.93
48. Leases Rest of the World ₹ 2,639.03 ₹ 2432.54
a. For Right- of-use assets schedule-please refer note 5 Total ₹ 6,510.74 ₹ 5,900.47
• For the year ended March 31, 2022, revenue from operations of one customer of the company represented approximately
12.10% of revenue from operations.
301 —— Standalone Financial Statements Aether Industries Limited 302 —— Standalone Financial Statements Aether Industries Limited
50.Corporate Social Responsibility 51. Events subsequent to March 31, 2023
None.
As per the provisions of section 135 of Companies Act 2013, the Company was required to spend ₹ 19.75 MM (March 31, 2022: ₹
12.19 MM). being 2% of average net profits made during the three immediately preceding financial years, in pursuance of its Corporate
Social Responsibility Policy on the activities specified in Schedule VII of the Act. However, the Company has spent ₹ 19.98 MM (March
31, 2022: ₹ 12.19 MM) towards Corporate Social Responsibility activities. Below are the details of the amount spent during the year : For Birju S. Shah & Associates For and behalf of Board of Directors
Chartered Accountants | ICAI Firm Reg. No.: 131554W
Aether Industries Limited CIN: L24100GJ2013PLC073434
Particulars CSR As at March 31, 2023 As at March 31, 2022 Birju S. Shah - Proprietor Ashwin Desai - Managing Director DIN: 00038386
₹ 2.10 ₹ 7.84 Membership No.: 107086 | UDIN: 23107086BGVKZM1632 Rohan Desai - Whole Time Director DIN: 00038379
1. Aether Foundation Promoting education in tribal and rural
area Place: Surat | Date: May 6, 2023 Faiz Nagariya - Chief Financial Officer PAN: ADBPN8514G
2. Ambika Education Trust, Dodipada Promoting education in rural area ₹ 1.50 - Chitrarth Parghi - Company Secretary Mem. No.: F12563
3. Kagzi Traders To celebrate Azadi ka Amrut Mahotsav ₹ 0.16 - Place: Surat | Date: May 6, 2023
- Education
4. Surat Municipal Corporation To celebrate Azadi ka Amrut Mahotsav ₹ 0.02 -
- Education
5. Rogi Kalyan Samiti New Civil Hospital Disaster management, including relief, - ₹ 0.25
rehabilitation and reconstruction
activities (CoVID-19)
6. Kajorimal Basantilal Nagori Trust Promoting education in rural area ₹ 0.60 ₹ 0.50
7. Shivam Education Trust Nursing College Building ₹ 2.50 -
8. Surat Manav Seva Sangh Disaster management, including relief, - ₹ 1.00
rehabilitation and reconstruction
activities (CoVID-19)
9. Surat Raktadan Kendra and Research Preventive health-care measure - ₹ 0.60
Centre
10. Nimar Abhyudaya Rural Promoting education, including special - ₹ 1.00
Management & Development education and employment enhancing
Association vocation skills especially among
children, women, elderly and the
differently abled and livelihood
enhancement projects
11. Vanvasi Vikas Mandal, Waghai Promoting education in tribal and rural ₹ 3.10 -
area for gilrs
12. Shree Mahavir Health and Medical New Cancer Research Project / ₹ 10.00 ₹ 1.00
Relief Society Preventive health-care measure
Total ₹ 19.98 ₹ 12.19
303 —— Standalone Financial Statements Aether Industries Limited 304 —— Standalone Financial Statements Aether Industries Limited
52. Ratios as per the Schedule III requirements e. Inventory Turnover Ratio = Closing Inventory divided by Cost of Material Consumed plus Changes in Inventory in to 365/366
Particulars As at March 31, 2023 As at March 31, 2022
a. Current Ratio = Current Assets divided by Current Liabilities
Cost of materials consumed ₹ 3,173.39 ₹ 2,880.33
Particulars As at March 31, 2023 As at March 31, 2022
Closing Inventory ₹ 2,487.66 ₹ 1,627.44
Current Assets ₹ 6,751.28 ₹ 4,097.90 Inventory Turnover Ratio (Days) 286 206
Current Liabilities ₹ 940.00 ₹ 2,421.75 % Change from previous period / year 38.74%
b. Debt Equity ratio = Total debt divided by Total equity where total debt refers to sum of current & non current borrowings Credit Sales ₹ 6,510.74 ₹ 5,900.47
Closing Trade Receivables ₹ 2,589.82 ₹ 1,634.80
Particulars As at March 31, 2023 As at March 31, 2022
Trade Receivables Ratio (Days) 145 101
Total Debt ₹ 1.06 ₹ 2,850.75 % Change from previous period / year 43.57%
Total Equity ₹ 12,446.09 ₹ 3,868.89
Debt Equity Ratio (Times) 0.00 0.74
g. Trade payables turnover ratio = Closing trade payables divided by Cost of Materials Consumed in to 365/366
% Change from previous period / year -99.99%
Particulars As at March 31, 2023 As at March 31, 2022
d. Return on Equity Ratio / Return on Investment Ratio = Net profit after tax divided by Equity i. Net profit ratio = Net profit after tax divided by Revenue from operations.
Particulars As at March 31, 2023 As at March 31, 2022 Particulars As at March 31, 2023 As at March 31, 2022
Profit for the year ₹ 1,304.17 ₹ 1,089.29 Profit for the year ₹ 1,304.17 ₹ 1,089.29
Total Equity ₹ 12,446.09 ₹ 3,868.88 Revenue from operations ₹ 6,510.74 ₹ 5,900.47
Return on Equity Ratio (%) 10.48% 28.16% Ratio (Times) 0.20 0.18
% Change from previous period / year -62.78% % Change from previous period / year 8.51%
305 —— Standalone Financial Statements Aether Industries Limited 306 —— Standalone Financial Statements Aether Industries Limited
j. Return on Capital employed- Pre cash (ROCE)=Earnings before interest and taxes (EBIT) divided by Capital Employed- pre f. Details of Crypto Currency or Virtual Currency
cash The Company has not traded or invested in Crypto Currency or Virtual Currency during the financial year
Particulars As at March 31, 2023 As at March 31, 2022
g. Undisclosed Income
Profit/(Loss) before tax (A) ₹ 1,744.79 ₹ 1,464.73 There is no transaction, which has not been recorded in the books of accounts, that has been surrendered or disclosed as income during
Finance Costs* (B) ₹ 50.93 ₹ 131.21 the year in tax assessments under the Income Tax Act, 1961
Other income* (C) 165.65 ₹ 69.74
h. Relationship with struck off companies
EBIT (D) = (A)+(B)-(C) 1,630.06 ₹ 1,526.20
The Company has not have any transactions with companies, which are struck off under section 248 of the Companies Act, 2013 or
Capital Employed- Pre Cash (K)=(E)+(F)+(G)-(H)-(I)-(J) 11,414.69 ₹ 6,369.36 section 560 of the Companies Act, 1956.
Total Equity (E) 12,446.09 ₹ 3,868.88
Non-Current Borrowings (F) - ₹ 1,218.13 i. Bankers of the Company
Current Borrowings (G) 1.06 ₹ 1,632.62 The Company is enjoying various credit facilities with the below mentioned banks:
i. ICICI Bank Limited
Current Investments (H) 10.01 ₹ 170.11 ii. HDFC BANK Limited
Cash and Cash equivalents (I) 708.64 ₹ 33.39 iii. State Bank of India
Bank balances other than cash and cash equivalents (J) 313.81 ₹ 146.77
Ratio (D)/(K) (%) 14.28% 23.96%
% Change from previous period / year -40.4%
53.Other matters
a. Registration of charges or satisfaction with Registrar of Companies (ROC)
The Company had registered various charges with the ROC within the statutory time period. During the financial year, the
Company has repaid all its Term Loans and hence the collaterals have been released from the bank and accordingly the charges
registered with ROC, have been satisfied.
The Company has not advanced or loaned or invested to any other person(s), including foreign entities (Intermediaries) with the
understanding that the intermediary shall:
i. Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the
company (Ultimate Beneficiaries) or
ii. Provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries
307 —— Standalone Financial Statements Aether Industries Limited 308 —— Standalone Financial Statements Aether Industries Limited
Audited Consolidated
Financial Statements
Independent Auditor’s Report - Consolidated
To, 3. Management’s and Board of Director’s Responsibilities for the Consolidated Annual Financial Statements:
The Members of The Holding Company’s Management and the Board of Directors are responsible for the preparation and presentation of these
Aether Industries Limited consolidated annual financial statements that give a true and fair view of the net profit/loss and other comprehensive income and
Surat other financial information of the Group in accordance with the recognition and measurement principles laid down in Indian
Accounting Standards prescribed under Section 133 of the Act and other accounting principles generally accepted in India and in
1. Audit Report on the Consolidated Financial Statements compliance with Regulation 33 of the Listing Regulations. The responsibility also includes maintenance of adequate records in
accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds
and other irregularities; selection and application of appropriate accounting policies; making judgements and estimates that are
1. Opinion
reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were
A. We have audited the accompanying consolidated annual financial statements of AETHER INDUSTRIES LIMITED (hereinafter operating effectively for ensuring accuracy and completeness of the accounting records, relevant to the preparation and
referred to as the “Holding Company”) and its subsidiary (Holding Company and its subsidiary together referred to as “the presentation of the consolidated annual financial results that give a true and fair view and are free from material misstatement,
Group”), for the year ended 31 March 2023 attached herewith, being submitted by the Company pursuant to the requirement of whether due to fraud or error.
Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Discloser Requirements) Regulations, 2015,
as amended from time to time (“Listing Regulations”). In preparing the consolidated annual financial statements, the Management and the Board of Directors are responsible for
assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using
B. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Consolidated the going concern basis of accounting unless the Board of Directors either intends to liquidate the Group or to cease operations, or
Annual Financial Statements, has no realistic alternative but to do so.
- include the annual financial statements of the following entities:
i. Aether Industries Limited (Holding Company) The Board of Directors of the Group are responsible for overseeing the Companies’ financial reporting process of the respective
Ii. Aether Speciality Chemical Limited (Wholly Owned Subsidiary Company) companies.
- are presented in accordance with the requirements of Regulation 33 of the Listing Regulations in this regard and give the
information required by the Companies Act, 2013 (“the Act”) in the manner so required 4. Auditor’s Responsibilities for the Audit of the Consolidated Annual Financial Statements
A. Our objectives are to obtain reasonable assurance about whether the consolidated annual financial statements as a whole are free
- and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable
read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other accounting principles assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a
generally accepted in India, of the state of affairs of the Company as at March 31, 2023, the profit and total comprehensive material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the
income, changes in equity and its cash flows for the year ended on that date. aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these
consolidated annual financial results.
2. Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (“SAs”) specified under section 143(10) of the Companies B. As part of an audit in accordance with SAs, we exercise professional judgement and maintain professional skepticism throughout
Act, 2013 (“the Act”). Our responsibilities under those Standards are further described in the Auditor’s Responsibilities for the Audit the audit. We also:
of the Consolidated Annual Financial Results section of our report. We are independent of the Group, in accordance with the Code - Identify and assess the risks of material misstatement of the consolidated annual financial statements, whether due to fraud or
of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with the independence requirements that are error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate
relevant to our audit of the financial statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one
our other ethical responsibilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal
evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the consolidated annual financial control.
statements.
- Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the
circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion through a separate report
Information Other than the Consolidated Financial Statements and Auditor’s Report thereon on the complete set of financial statements on whether the company has adequate internal financial controls with reference to
The Holding Company’s management and Board of Directors are responsible for the other information. The other information financial statements in place and the operating effectiveness of such controls.
comprises the information included in the Holding Company’s annual report, but does not include the financial statements and our
auditors’ report thereon. - Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures in the consolidated annual financial statements made by the Management and Board of directors.
Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of
assurance conclusion thereon. - Conclude on the appropriateness of the Management and Board of Director’s use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast
In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing significant doubt on the appropriateness of this assumption. If we conclude that a material uncertainty exists, we are required to
so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge draw attention in our auditor’s report to the related disclosures in the consolidated annual financial statements or, if such
obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of
there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.
311 —— Consolidated Financial Statements Aether Industries Limited 312 —— Consolidated Financial Statements Aether Industries Limited
- Evaluate the overall presentation, structure and content of the consolidated annual financial statements, including the - With respect to the other matters to be included in the Auditors’ Report in accordance with Rule 11 of the Companies (Audit and
disclosures, and whether the consolidated annual financial statements represent the underlying transactions and events in a Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
manner that achieves fair presentation. i. The companies forming part of the Group do not have any pending litigations which would impact the financial position of the
Group as at 31 March 2023.
ii. The companies forming part of the Group did not have any long-term contracts including derivative contracts for which there
- Obtain sufficient appropriate audit evidence regarding the financial information of such entities or business activities within the were any material foreseeable losses.
Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the companies
performance of the audit of financial information of such entities included in the consolidated financial statements of which we forming part of the Group.
are the independent auditors. We remain solely responsible for our audit opinion.
iv. (a) The respective Managements of the Company and its subsidiaries which are companies incorporated in India, whose
financial statements have been audited under the Act, have represented to us that, to the best of their knowledge and belief, no
We believe that the audit evidence obtained by us along with the consideration of our audit report on the subsidiary company is funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from
sufficient and appropriate to provide a basis for our audit opinion on the Consolidated Financial Statements. borrowed funds or share premium or any other sources or kind of funds) by the Company or any of such subsidiaries to or in
any other person or entity, outside the Group, including foreign entity (“Intermediaries”), with the understanding, whether
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit recorded in writing or otherwise, that the Intermediary shall, directly or indirectly lend or invest in other persons or entities
identified in any manner whatsoever by or on behalf of the Company or any of such subsidiaries (“Ultimate Beneficiaries”) or
and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding (b) The respective Managements of the Company and its subsidiaries which are companies incorporated in India, whose
independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our financial statements have been audited under the Act, have represented to us that, to the best of their knowledge and belief, no
independence, and where applicable, related safeguards. funds (which are material either individually or in the aggregate) have been received by the Company or any of such
subsidiaries from any person or entity, including foreign entity (“Funding Parties”), with the understanding, whether recorded in
writing or otherwise, that the Company or any of such subsidiaries shall, directly or indirectly, lend or invest in other persons or
5. Report on Other Legal and Regulatory Requirements entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any
A. As required by Section 143(3) of the Act, based on our audit and on separate financial statements of such subsidiary which were guarantee, security or the like on behalf of the Ultimate Beneficiaries.
audited us, we report, to the extent applicable, that:
(c) Based on the audit procedures that have been considered reasonable and appropriate in the circumstances performed by
- We have sought and obtained all the information and explanations which to the best of our knowledge and belief were us on the Company and its subsidiaries which are companies incorporated in India whose financial statements have been
necessary for the purposes of our audit of the aforesaid financial statements. audited under the Act, nothing has come to our notice that has caused us to believe that the representations under sub-clause
(i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material misstatement.
- In our opinion, proper books of account as required by law relating to the preparation of the aforesaid consolidated financial
statements have been kept so far as it appears from our examination of those books and our report of the subsidiary. v. The company has not declared or paid any dividend during the year in accordance with section 123 of the Companies Act
2013”, Hence clause not applicable.
- The consolidated balance sheet, the consolidated statement of profit and loss (including other comprehensive income), the
consolidated statement of changes in equity and the consolidated statement of cash flows dealt with by this Report are in vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books of account using accounting software
agreement with the books of account maintained for the purpose of preparation of the consolidated financial statements. which has a feature of recording audit trail (edit log) facility is applicable with effect from April 1, 2023 to the Company and its
subsidiaries, which are companies incorporated in India, and accordingly, reporting under Rule 11(g) of Companies (Audit and
- In our opinion, the aforesaid consolidated financial statements comply with the Ind AS specified under section 133 of the Act Auditors) Rules, 2014 is not applicable for the financial year ended March 31, 2023.
- On the basis of the written representations received from the directors of the Holding Company as on 31 March 2023 taken on B. With respect to the matters specified in paragraphs 3(xxi) and 4 of the Companies (Auditor’s Report) Order, 2020 (the “Order”/
record by the Board of Directors of the Holding Company and our report of its subsidiary company incorporated in India, none of “CARO”) issued by the Central Government in terms of Section 143(11) of the Act, to be included in the Auditor’s report, according to
the Directors of the Group companies incorporated in India is disqualified as on 31 March 2023 from being appointed as the information and explanations given to us, and based on the CARO reports issued by us for the Company and its subsidiaries
Director in terms of Section 164(2) of the Act. included in the consolidated financial statements of the Company, to which reporting under CARO is applicable, we report that there
are no qualifications or adverse remarks in these CARO reports.
- With respect to the adequacy of the internal financial controls with reference to financial statements of the Holding Company
and the operating effectiveness of such controls, refer to our separate Report in “Annexure A”.
For Birju S. Shah & Associates
- In our opinion and according to the information and explanations given to us, the remuneration paid by the companies forming
Chartered Accountants | ICAI Firm Reg. No.: 131554W
part of the Group to its Director’s during the current year is in accordance with the provisions of section 197 of the Act. The
Ministry of Corporate affairs has not prescribed other details under section 197(16) which are required to be commented upon
Birju S. Shah - Proprietor
by us.
Membership No.: 107086 | UDIN: 23107086BGVKZM1632
313 —— Consolidated Financial Statements Aether Industries Limited 314 —— Consolidated Financial Statements Aether Industries Limited
ANNEXURE A
TO THE AUDITORS’ REPORT
The Annexure referred to in our report to the members of AETHER INDUSTRIES LIMITED for the year ended March 31, 2023. 3. Whether during the year, the Company has made investments in, provided any guarantee or security or granted any loans or
advances in the nature of loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or any other
On the basis of the information and explanation given to us during the course of our audit, we report that: parties, if so. During the audit period, the Company has floated a 100% Wholly Owned Subsidiary (Aether Speciality Chemicals
Limited) and invested in Equity of that subsidiary. The Company has a policy to give short term loans to the employees and proper
1. A. (a) Whether the company is maintaining proper records showing full particulars, including quantitative details and situation documentation as well as policy of the Company has been followed.
of Property, Plant and Equipment; Yes, all the Capital Assets have been properly recorded containing details of quantity, situation
and all other relevant particulars from which particular Asset can be identified. A. Whether during the year the company has provided loans or provided advances in the nature of loans, or stood guarantee,
or provided security to any other entity [not applicable to companies whose principal business is to give loans], if so,
A. (b) Whether the company is maintaining proper records showing full particulars of intangible assets; Yes, the company is indicate-
following proper harmonized system to record its Fixed Assets which demonstrate full particulars of the Assets.
(a) the aggregate amount during the year, and balance outstanding at the balance sheet date with respect to such loans or
B. Whether these Property, Plant and Equipment have been physically verified by the management at reasonable intervals; advances and guarantees or security to subsidiaries, joint ventures and associates; This particular clause is not applicable to
whether any material discrepancies were noticed on such verification and if so, whether the same have been properly dealt the Company for the audit period.
within the books of account; Yes, all the capitalized Assets are physically verified by the management.
(b) the aggregate amount during the year, and balance outstanding at the balance sheet date with respect to such loans or
C. Whether the title deeds of all the immovable properties (other than properties where the Company is the lessee and the advances and guarantees or security to parties other than subsidiaries, joint ventures and associates; This particular clause is
lease agreements are duly executed in favour of the lessee) disclosed in the Consolidated Financial Statements are held in not applicable to the Company for the audit period.
the name of the company, If not, provide the details thereof in the format below; Yes, the Company has leasehold titles of below
mentioned in its name: B. Whether the investments made, guarantees provided, security given and the terms and conditions of the grant of all loans
1. Plot No. 8203, GIDC Sachin, Surat - 394230, Gujarat, India and advances in the nature of loans and guarantees provided are not prejudicial to the company’s interest; No, the investment
2. Plot No. 8202/1, GIDC Sachin, Surat - 394230, Gujarat, India made in WOS is not prejudicial to the interest of the Company.
3. Plot No. 14 + 15, GIDC, Panoli, Bharuch - 394115, Gujarat, India
C. In respect of loans and advances in the nature of loans whether the schedule of repayment of principal and payment of
D. Whether the Company has revalued its Property, Plant and Equipment (including Right of Use Assets) or intangible assets interest has been stipulated and whether the repayments or receipts are regular; In respect of loans provided to the employees
or both during the year and, if so, whether the revaluation is based on the valuation by a Registered valuer; specify the of the Company, a proper schedule of the repayment of loans has been stipulated and and repayment or receipts are regular.
amount of change, if change is 10% or more in the aggregate of the net carrying value of each class of Property, Plant and
Equipment or intangible assets; No, there is no revaluation in respect of Property, Plant and Equipment (including Right of Use D. If the amount is overdue, state the total amount overdue for more than ninety days, and whether reasonable steps have
assets) or intangible assets or both has been made during the year. been taken by the company for recovery of the principal and interest; This particular clause is not applicable to the Company for
the audit period.
E. Whether any proceedings have been initiated or are pending against the company for holding any benami property under
the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made there under, if so, whether the Company has E. Whether any loan or advance in the nature of loan granted which has fallen due during the year, has been renewed or
appropriately disclosed the details in its Consolidated Financial Statements; No, there is no proceedings under the Benami extended or fresh loans granted to settle the over dues of existing loans given to the same parties, if so, specify the
Transaction (Prohibition) Act, 1988 (45 of 1988) and rules made there under, if so, have been initiated or are pending against the aggregate amount of such dues renewed or extended or settled by fresh loans and the percentage of the aggregate to the
company till the audit period. total loans or advances in the nature of loans granted during the year [not applicable to companies whose principal business
is to give loans]; This particular clause is not applicable to the Company for the audit period.
2. A. Whether physical verification of inventory has been conducted at reasonable intervals by the management and whether, in
the opinion of the auditor, the coverage and procedure of such verification by the management is appropriate; whether any F. Whether the company has granted any loans or advances in the nature of loans either repayable on demand or without
discrepancies of 10% or more in the aggregate for each class of inventory were noticed and if so, whether they have been specifying any terms or period of repayment, if so, specify the aggregate amount, percentage thereof to the total loans
properly dealt with in the books of account; Yes, Inventory (Including but not limited to Raw Material, Semi-Finished and Finished granted, aggregate amount of loans granted to Promoters, related parties as defined in clause (76) of Section 2 of the
Goods) has been properly verified by the management at reasonable intervals. No material discrepancies have been noticed during Companies Act, 2013; This particular clause is not applicable to the Company for the audit period.
the course of audit. The physical verification for March 31, 2023 was also attended by the Auditors.
4. In respect of loans, investments, guarantees, and security, whether provisions of Sections 185 and 186 of the Companies Act
(a)B. Whether during any point of time of the year, the Company has been sanctioned working capital limits in excess of five have been complied with, if not, provide the details thereof; Yes, the provisions of Section 185 and 186 have been duly complied
crore rupees, in aggregate, from banks or financial institutions on the basis of security of current assets; whether the with.
quarterly returns or statements filed by the company with such banks or financial institutions are in agreement with the
5. In respect of deposits accepted by the company or amounts which are deemed to be deposits, whether the directives issued
books of account of the Company, if not, give details; Yes, the company has been sanctioned working capital limit exceeding five
by the Reserve Bank of India and the provisions of Sections 73 to 76 or any other relevant provisions of the Companies Act
crores and quarterly returns and statements are in conformity with the books of accounts of the Company. and the rules made there under, where applicable, have been complied with, if not, the nature of such contraventions be
stated; if an order has been passed by Company Law Board or National Company Law Tribunal or Reserve Bank of India or
any Court or any other Tribunal, whether the same has been complied with or not; This particular clause is not applicable to the
Company for the audit period.
315 —— Consolidated Financial Statements Aether Industries Limited 316 —— Consolidated Financial Statements Aether Industries Limited
6. Whether maintenance of cost records has been specified by the Central Government under sub-section (1) of Section 148 of Initial Public Offering (IPO) during the year and the monies so raised have been properly utilized towards the object clause of the
of the Companies Act and whether such accounts and records have been so made and maintained; Yes, the Company has offer document filed by the Company with SEBI and ROC.
maintained proper cost records within the premises.
B. Whether the company has made any preferential allotment or private placement of shares or convertible debentures
7. A. Whether the company is regular in depositing undisputed statutory dues including Goods and Services Tax, Provident (fully, partially or optionally convertible) during the year and if so, whether the requirements of Section 42 and Section 62 of
Fund, Employees's State Insurance, Income-tax, Sales-tax, Service tax, duty of customs, duty of excise, Value Added Tax, the Companies Act, 2013 have been complied with and the funds raised have been used for the purposes for which the
cess and any other statutory dues to the appropriate authorities and if not, the extent of the arrears of outstanding statutory funds were raised, if not, provide details in respect of amount involved and nature of non-compliance; The company has
dues as on the last day of the financial year concerned for a period of more than six months from the date they became made preferential allotment or private placement of shares but not of convertible debentures (fully, partially or optionally
payable, shall be indicated; Yes, all the statutory dues including GST, PF, ESI, Income Tax, custom duty, etc. have been deposited convertible) during the year. The provision of Section 42 and Section 62 of the Companies Act, 2013 has been duly complied with.
at regular intervals well within the due dates, during the audit period.
11. A. Whether any fraud by the company or any fraud on the company has been noticed or reported during the year, if yes, the
B. Where statutory dues referred to in sub-clause (a) have not been deposited on account of any dispute, then the amounts nature and the amount involved is to be indicated; No such kind of instances have been noticed during the course of audit.
involved and the forum where dispute is pending shall be mentioned (a mere representation to the concerned Department
shall not be treated as a dispute); There are appeals pending in income tax for the Fiscal Years 2019-20. The disputed demand of B. Whether any report under sub-section (12) of Section 143 of the Companies Act has been filed by the auditors in Form
₹ 1,49,004 for A.Y. 2017-18, ₹ 9,36,080 for A.Y. 2018-19 and ₹ 9,97,156 for AY 2020-21 are outstanding. ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government; No.
8. Whether any transactions not recorded in the books of account have been surrendered or disclosed as income during the C. Whether the auditor has considered whistle-blower complaints, if any, received during the year by the company; No such
year in the tax assessments under the Income Tax Act, 1961 (43 of 1961), if so, whether the previously unrecorded income kind of instances have been noticed during the course of audit.
has been properly recorded in the books of account during the year; No such instances have been found.
12. A. Whether the Nidhi Company has complied with the Net Owned Funds to Deposits in the ratio of 1 20 to meet out the
9. A. Whether the company has defaulted in repayment of loans or other borrowings or in the payment of interest thereon to liability; This particular clause is not applicable to the Company for the audit period.
any lender, if yes, the period and the amount of default to be reported as per the format below:
B. Whether the Nidhi Company is maintaining ten percent unencumbered term deposits as specified in the Nidhi Rules,
2014 to meet out the liability; This particular clause is not applicable to the Company for the audit period.
Nature of borrowing, Name of lender* Amount not paid on Whether principal No. of days Remarks,
including debt securities due date or interest delay or unpaid if any
C. Whether there has been any default in payment of interest on deposits or repayment thereof for any period and if so, the
details thereof; This particular clause is not applicable to the Company for the audit period.
NA NA - - - -
13.Whether all transactions with the related parties are in compliance with Sections 177 and 188 of Companies Act where
*lender wise details to be provided in case of defaults to banks, financial institutions and Government
applicable and the details have been disclosed in the financial statements, etc., as required by the applicable accounting
standards; Yes, the provisions of Section 177 and 188 of the Companies Act, 2013 has been duly complied by the Company and
has also been duly disclosed in the Consolidated Financial Statements as required by Ind AS 24.
B. Whether the company is a declared wilful defaulter by any bank or financial institution or other lender; No
15.A. Whether the company has an internal audit system commensurate with the size and nature of its business; Yes, the
C. Whether term loans were applied for the purpose for which the loans were obtained; if not, the amount of loan so Company has adequate internal audit system which commensurate with the size and nature of its business.
diverted and the purpose for which it is used may be reported; Yes, disbursed amount of sanction for term loans have been
utilized for the purpose for which the same has been sanctioned and obtained. Further, during the year under audit, the Company 17. B. Whether the reports of the Internal Auditors for the period under audit were considered by the statutory auditor; Yes, the
has paid off all the Term Loans from the IPO proceeds and then not availed any further term loans. internal auditor’s report has been duly considered by the statutory auditors.
D. Whether funds raised on short term basis have been utilised for long term purposes, if yes, the nature and amount to be 15.Whether the company has entered into any non-cash transactions with Directors or persons connected with him and if so,
indicated; No. whether the provisions of Section 192 of Companies Act have been complied with; The Company has not entered into any
non-cash transactions with any Directors or persons connected with them.
E. Whether the Company has taken any funds from any entity or person on account of or to meet the obligations of its
subsidiaries, associates or joint ventures, if so, details thereof with nature of such transactions and the amount in each 16.A. Whether the company is required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934 (2 of 1934)
case; No, the Company has not taken any fund for the stated purpose. and if so, whether the registration has been obtained; This particular clause is not applicable to the Company for the audit
period.
F. Whether the company has raised loans during the year on the pledge of securities held in its subsidiaries, joint ventures
or associate companies, if so, give details thereof and also report if the company has defaulted in repayment of such loans B. Whether the company has conducted any Non-Banking Financial or Housing Finance activities without a valid Certificate
raised; No, the Company has not taken any fund for the stated purpose. of Registration (CoR) from the Reserve Bank of India as per the Reserve Bank of India Act, 1934; This particular clause is not
applicable to the Company for the audit period.
10.A. Whether moneys raised by way of initial public offer or further public offer (including debt instruments) during the year
were applied for the purposes for which those are raised, if not, the details together with delays or default and subsequent C. Whether the company is a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of
rectification, if any, as may be applicable, be reported; Yes, the Company has raised monies by way India, if so, whether it continues to fulfil the criteria of a CIC, and in case the company is an exempted or unregistered CIC,
317 —— Consolidated Financial Statements Aether Industries Limited 318 —— Consolidated Financial Statements Aether Industries Limited
:
ANNEXURE B
TO THE AUDITORS’ REPORT
1. whether it continues to fulfil such criteria; This particular clause is not applicable to the Company for the audit period.
Report on the Internal Financial Controls under Clause (i) of sub-section 3 of Section 143 of the Companies Act, 2013 (“the
2. D. Whether the Group has more than one CIC as part of the Group, if yes, indicate the number of CICs which are part of the Act”)
Group; This particular clause is not applicable to the Company for the audit period.
We have audited the internal financial controls over financial reporting of AETHER INDUSTRIES LIMITED (“The Company”) as of
March 31, 2023 in conjunction with our audit of the Consolidated Financial Statements of the Company for the year ended on that
17. Whether the company has incurred cash losses in the financial year and in the immediately preceding financial year, if so, date.
state the amount of cash losses; No, the Company has not incurred any cash losses in the financial year and in the immediately
preceding financial year. Management’s Responsibility for Internal Financial Controls
The Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control
19. Whether there has been any resignation of the statutory auditors during the year, if so, whether the auditor has taken into over financial reporting criteria established by the Company considering the essential components of internal control stated in the
consideration the issues, objections or concerns raised by the outgoing auditors; No, there is no resignation of statutory Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of
auditors during the year. India (‘ICAI’). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that
were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company’s policies,
21. On the basis of the financial ratios, ageing and expected dates of realisation of financial assets and payment of financial the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting
liabilities, other information accompanying the Consolidated Financial Statements, the auditor’s knowledge of the Board of records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.
Directors and management plans, whether the auditor is of the opinion that no material uncertainty exists as on the date of
the audit report that company is capable of meeting its liabilities existing at the date of balance sheet as and when they fall Auditors’ Responsibility
due within a period of one year from the balance sheet date; Yes, as per the substantive analytical procedures, the Company is
Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We
in position to meet its liabilities, which exist on the date of balance sheet and when they fall due within a period of one year from
conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the
the date of balance sheet.
“Guidance Note”) and the Standards on Auditing, issued by ICAI and deemed to be prescribed under Section 143(10) of the
Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial
23.A. Whether, in respect of other than ongoing projects, the company has transferred unspent amount to a Fund specified in
Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we
Schedule VII to the Companies Act within a period of six months of the expiry of the financial year in compliance with
comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal
second proviso to sub-section (5) of Section 135 of the said Act; Yes, the Company has duly complied with the provisions of
financial controls over financial reporting was established and maintained and if such controls operated effectively in all material
section 135 of the Companies Act, 2013.
respects.
25.B. Whether any amount remaining unspent under sub-section (5) of Section 135 of the Companies Act, pursuant to any
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over
ongoing project, has been transferred to special account in compliance with the provision of sub-section (6) of Section 135 financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining
of the said Act; This particular clause is not applicable to the Company for the audit period. an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing
and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected
21. Whether there have been any qualifications or adverse remarks by the respective auditors in the Companies (Auditor's depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the Consolidated Financial
Statements, whether due to fraud or error.
Report) Order (CARO) reports of the companies included in the consolidated financial statements, if yes, indicate the details
of the companies and the paragraph numbers of the CARO Report containing the qualifications or adverse remarks. This We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the
particular clause is not applicable to the Company for the audit period. Company’s internal financial controls system over financial reporting.
319 —— Consolidated Financial Statements Aether Industries Limited 320 —— Consolidated Financial Statements Aether Industries Limited
ANNEXURE l
CONSOLIDATED STATEMENT OF ASSETS AND LIABILITIES
Inherent Limitations of Internal Financial Controls over Financial Reporting ( All amounts in Indian Rupees millions, unless otherwise stated )
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or
improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, Assets
projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the
internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of In ₹ MM 2023 2022
compliance with the policies or procedures may deteriorate.
Particulars Notes As at March 31, As at March 31,
321 —— Consolidated Financial Statements Aether Industries Limited 322 —— Consolidated Financial Statements Aether Industries Limited
ANNEXURE ll
CONSOLIDATED STATEMENT OF PROFIT AND LOSS
( All amounts in Indian Rupees millions, unless otherwise stated )
For Birju S. Shah & Associates For and behalf of Board of Directors For Birju S. Shah & Associates For and behalf of Board of Directors
Chartered Accountants | ICAI Firm Reg. No.: 131554W Chartered Accountants | ICAI Firm Reg. No.: 131554W
Aether Industries Limited CIN: L24100GJ2013PLC073434 Aether Industries Limited CIN: L24100GJ2013PLC073434
Birju S. Shah - Proprietor Ashwin Desai - Managing Director DIN: 00038386 Birju S. Shah - Proprietor Ashwin Desai - Managing Director DIN: 00038386
Membership No.: 107086 | UDIN: 23107086BGVKZM1632 Rohan Desai - Whole Time Director DIN: 00038379 Membership No.: 107086 | UDIN: 23107086BGVKZM1632 Rohan Desai - Whole Time Director DIN: 00038379
Place: Surat | Date: May 6, 2023 Faiz Nagariya - Chief Financial Officer PAN: ADBPN8514G Place: Surat | Date: May 6, 2023 Faiz Nagariya - Chief Financial Officer PAN: ADBPN8514G
Chitrarth Parghi - Company Secretary Mem. No.: F12563 Chitrarth Parghi - Company Secretary Mem. No.: F12563
Place: Surat | Date: May 6, 2023 Place: Surat | Date: May 6, 2023
323 —— Consolidated Financial Statements Aether Industries Limited 324 —— Consolidated Financial Statements Aether Industries Limited
ANNEXURE lll
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
( All amounts in Indian Rupees millions, unless otherwise stated )
Shares based payment options outstanding (ESOPs valuation) ₹ 5.96 - - ₹ 5.96 Chitrarth Parghi - Company Secretary Mem. No.: F12563
Balance at March 31, 2022 ₹ 5.96 ₹ 1,015.73 ₹ 1,720.29 ₹ 2,741.97 Place: Surat | Date: May 6, 2023
Balance at April 1, 2022 ₹ 5.96 ₹ 1,015.73 ₹ 1,720.29 ₹ 2,741.97
Total comprehensive income for the year ended March 31, 2023 ₹ 1,304.15 ₹ 1,304.15
Profit for the period
Other comprehensive income (net of tax)
- Remeasurements of defined benefit liability / (asset) - - -₹ 1.25 -₹ 1.25
Other movements for the period March 31, 2023
Preferential Allotment of Shares (2024921 Equity Shares of ₹
10 each at a Premium of ₹ 632 per share) - ₹ 1,279.75 - ₹ 1,279.75
Allotment of Shares in IPO (9766355 Equity Shares of
₹ 10 each at a Premium of ₹ 632 per share) - ₹ 6,172.34 - ₹ 6,172.34
Shares based payment options outstanding (ESOPs exercised) -₹ 5.92 ₹ 5.92 - -
Shares based payment options outstanding (ESOPs valuation) ₹ 15.51 - - ₹ 15.51
IPO Expenses - -₹ 319.91 - -₹ 319.91
Allotment of Shares under exercise of ESOPs (28048 Equity
Shares of ₹ 10 each at a Premium of ₹ 311 per share) - ₹ 8.72 - ₹ 8.72
325 —— Consolidated Financial Statements Aether Industries Limited 326 —— Consolidated Financial Statements Aether Industries Limited
:
ANNEXURE lV
CONSOLIDATED STATEMENT OF CASH FLOWS
( All amounts in Indian Rupees millions, unless otherwise stated )
Particulars For the Year ended For the Year ended Particulars For the Year ended For the Year ended
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
A. Cash flow from operating activities C. Cash flows from financing activities
Profit before tax ₹ 1,744.76 ₹ 1,464.73
Proceeds / (Repayment) from long-term borrowings -₹ 1,510.33 ₹ 267.63
Adjustments to reconcile profit before tax to net cash flows:
Proceeds / (Repayment) of borrowings (Unsecured) -₹ 449.20 ₹ 323.50
Net unrealised foreign exchange (gain)/loss ₹ 3.85 -₹ 7.28
Proceeds / (Repayment) from working capital facilities (net) -₹ 890.16 ₹ 177.62
Finance costs ₹ 50.93 ₹ 131.21
Preferential allotment of Shares ₹ 1,300.00 ₹ 1,031.80
Interest income -₹ 74.31 -₹ 4.68
Income from Mutual Funds -₹ 8.55 -₹ 3.23 IPO - allotment of Shares ₹ 6,270.00 -
Depreciation and amortisation expenses ₹ 232.45 ₹ 154.87 ESOPs - allotment of Shares ₹ 9.00 -
Operating profit before working capital changes ₹ 1,949.12 ₹ 1,735.62 IPO Expenses -₹ 319.91 -
Movement in working capital Proceeds / (Repayment) of Other Financial liabilities ₹ 33.48 ₹ 19.03
(Increase) / Decrease in trade receivables -₹ 955.02 -₹ 552.40 Interest paid -₹ 50.93 -₹ 131.21
(Increase) / Decrease in current investments ₹ 160.10 ₹ 50.79 Net cash used in financing activities ( C ) ₹ 4,391.96 ₹ 1,688.37
(Increase) / Decrease in inventories -₹ 860.22 -₹ 780.16
Net increase / (decrease) in Cash and cash equivalents (A+B+C) ₹ 842.73 ₹ 124.54
(Increase) / Decrease in other current assets -₹ 152.38 -₹ 358.90
Effect of exchange differences on account of foreign
(Increase) / Decrease in other financial assets -₹ 7.41 -₹ 5.29 - -
currency Cash and cash equivalents
Increase / (Decrease) in trade payables ₹ 116.64 ₹ 220.81
Cash and cash equivalents at the beginning of the period / year ₹ 180.16 ₹ 55.63
Increase / (Decrease) in other current liabilities ₹ 1.40 -₹ 26.45
Cash and cash equivalents at the end of the period / year ₹ 1,022.89 ₹ 180.16
Cash generated from operations ₹ 252.24 ₹ 284.03
Net income tax (paid) -₹ 317.83 -₹ 338.45 Notes : 1. Cash and cash equivalents include
Net cash from operating activities (A) -₹ 65.59 -₹ 54.42 Cash on hand ₹ 1.07 ₹ 0.98
B. Cash flows from investing activities Balances with bank
Purchase of property, plant and equipment -₹ 4,014.20 -₹ 527.66
- Current accounts ₹ 2.05 ₹ 0.01
Capital work in progress and capital advance ₹ 447.70 -₹ 989.66
- EEFC accounts ₹ 148.30 ₹ 32.40
Dividend from current investments ₹ 82.86 ₹ 7.90
Long term investments ₹ 0.00 ₹ 0.00 - Cash Credit accounts ₹ 557.66 -
Net cash used in investing activities (B) -₹ 3,483.65 -₹ 1,509.41 Other bank balances ₹ 313.81 ₹ 146.77
Total ₹ 1,022.89 ₹ 180.16
The above cash flow statement has been prepared under the 'Indirect Method' set out in Ind AS 7 - on Statement of Cash Flows as notified under Companies (Accounts)
Rules, 2015.
327 —— Consolidated Financial Statements Aether Industries Limited 328 —— Consolidated Financial Statements Aether Industries Limited
ANNEXURE V
SIGNIFICANT ACCOUNT POLICIES
Significant non-cash movement in investing and financing activities (All amounts in Indian Rupees millions, unless otherwise stated)
329 —— Consolidated Financial Statements Aether Industries Limited 330 —— Consolidated Financial Statements Aether Industries Limited
A. Basis of Preparation equivalents, the Company has ascertained its operating cycle - Note 38: Recognition of contingencies, key assumptions other events in similar circumstances. If a member of the
as twelve months for the purpose of current - non current about the likelihood and magnitude of outflow of resources. Group uses accounting policies other than those adopted in
(i) The Consolidated Audited Ind AS Statement of Assets and
classification of assets and liabilities. - Note 45: Defined benefit obligation, key actuarial the Consolidated financial statements for like transaction s
Liabilities of the Company as at March 31, 2023 and March assumptions. and events in similar circumstances, appropriate adjustments
31, 2022 respectively and the Consolidated Audited Ind AS
D. Functional and presentation currency are made to that group member’s financial statements in
Statement of Profit and Loss, Consolidated Audited Ind AS
The functional and presentation currency in these Going concern assumptions preparing the Consolidated financial statements to ensure
Statement of Changes in Equity and Consolidated Audited Ind
Consolidated Financial Statements is ₹ (INR) and all amounts conformity with the Group’s accounting policies.
AS Statement of Cash Flows for the year ended March 31, These Consolidated Financial Statements have been
2023 and March 31, 2022 respectively (hereinafter are rounded to nearest MM, up to 2 decimal places, unless prepared on a going concern basis. The management has,
otherwise stated. The Consolidated financial statements of all entities used for
collectively referred to as “Ind AS Financial Information”) have given the significant uncertainties arising out of the various
the purpose of consolidation are drawn up to same period
been prepared under Indian Accounting Standards ("Ind AS") situations, assessed the cash flow projections and available
E. Use of judgements, estimates and assumptions end date as that of the holding company, i.e., year ended on
notified under Section 133 of the Companies Act, 2013 (the liquidity for a period of at least twelve months from the date of
31 March 2023. The subsidiaries considered in the
"Act") and other relevant provisions of the Act as amended The preparation of Consolidated Financial Statements in this Consolidated Financial Statements. Based on this
Consolidated financial statements are summarized below:
from time to time. conformity with Ind AS requires the management to make evaluation, management believes that the Company will be
judgements, estimates and assumptions that affect the able to continue as a "going concern" in the foreseeable
(ii) The audited consolidated financial statements of the reported amounts of revenue, expenses, current assets, non- future and for a period of at least twelve months from the date Name of the Country of Portion of
Company as at and for the year ended March 31, 2023 current assets, current liabilities, non-current liabilities and the of these Financial Statements based on the following : Company Incorporation Ownership Interest
prepared in accordance with recognition and measurement disclosure of the contingent liabilities on the date of the
principles under Indian Accounting Standard (‘Ind AS’) 34 preparation of Consolidated Financial Statements. Such - Expected future operating cash flows based on business Aether Speciality India 100%
"Interim Financial Reporting", specified under Section 133 of estimates are on a reasonable and prudent basis considering projections, and Chemicals Limited
the Act and other accounting principles generally accepted in all available information, however due to uncertainties about - Available credit facilities with its bankers
India, which have been approved by the Board of Directors at these judgements, estimates and assumptions, the actual In preparing the Consolidated financial statements, the Group
their meeting held on May 6, 2023. results could differ from those estimates. Information about Based on the above factors, the management has concluded
has used the following key consolidation procedures:
each of these estimates and judgements is included in that the "going concern" assumption is appropriate.
(iii) The Board of Directors approved the Consolidated Financial relevant notes. Any revision to accounting estimates is Accordingly, the Consolidated Financial Statements do not
Combine like items of assets, liabilities, equity, income,
Statements as per the Ind AS, for the year ended on March recognised prospectively in current and future periods. include any adjustments regarding the recoverability and
expenses and cash flows of the holding company with those
31, 2023 along with Consolidated Financial Statements for classification of the carrying amount of assets and
of its subsidiaries. For this purpose, income and expenses of
the year ended March 31, 2022 and authorised to issue the Judgements classification of liabilities that might result, should the
the subsidiary are based on the amounts of assets and
same vide resolution passed in the Board Meeting held on Company be unable to continue as a going concern.
Information about judgements made in applying accounting liabilities recognised in the Consolidated financial statements
May 6, 2023.
policies that have the most significant effects on the amounts at the acquisition date.
Reclassification
B. Basis of measurement recognised in the Consolidated Financial Statements is
included in the following notes: The Company reclassifies comparative amounts, unless Offset (eliminate) the carrying amount of the holding
The Consolidated Financial Statements have been prepared impracticable and whenever the Company changes the company’s investment in each subsidiary and the holding
on historical cost basis considering the applicable provisions Note Nos. 42 & 43-classification of financial assets: presentation or classification of items in its standalone company’s portion of equity of each subsidiary. Business
of Companies Act 2013. The exceptions to the same are: assessment of business model within which the assets are financial statements materially. No such material combinations policy explains accounting for any related
held and assessment of whether the contractual terms of the reclassification has been made during the year. goodwill.
- certain financial assets and liabilities (including derivative financial assets are solely payments of principal and interest
instruments) that are measured at fair value; and on the principal amount outstanding. Principles of consolidation Eliminate in full intra-group assets and liabilities, equity,
- net defined benefit (asset) / liability that are measured at fair income, expenses and cash flows relating to transactions
The Consolidated financial statements comprise the financial
value of plan assets less present value of define benefit Assumptions and estimation uncertainties between entities of the group. Profits or losses resulting from
statements of the company and its subsidiaries as at 31
obligations. intra-group transactions that are recognised in assets, such
Information about assumptions and estimation uncertainties March 2023. Control is achieved when the Group is exposed ,
as inventory and property, plant and equipment, are
that have a significant risk of resulting in a material or has rights, to variable returns from its involvement with the
C. Current and non-current classification of assets and eliminated in full. However, intra-group losses may indicate an
adjustment, assumptions and estimation uncertainties are investee and has the ability to affect those returns through its
liabilities impairment that requires recognition in the Consolidated
provided here, whereas the quantitative break-ups for the power over the investee. Specifically, the Group controls an
The Standalone Assets and Liabilities and the Standalone financial statements. Ind AS 12 - Income Taxes applies to
same are provided in the notes mentioned below: investee if and only if the Group has:
Statement of Profit and Loss, including related notes, are temporary differences that arise from the elimination of profits
- Note 3 and Note 6: Useful life of depreciable assets, - Power over the investee (i.e. existing rights that give it the
prepared and presented as per the requirements of Schedule and losses resulting from intra-group transactions.
Property, Plant and Equipment and Other Intangible Assets. current ability to direct the relevant activities of the investee),
III (Division II) to the Companies Act, 2013. All assets and - Exposure, or rights, to variable returns from its involvement
liabilities have been classified and disclosed as current or - Note 12: Impairment of trade receivables. Profit and loss and each component of other comprehensive
- Note 10: Valuation of Inventories. with the investee; and
non-current as per the Company’s normal operating cycle income (‘OCI’) are attributed to the equity holders of the
- Note 36: Recognition of tax expenses including deferred - The ability to use its power over the investee to affect its
and other criteria set out in Schedule III. Based on the nature holding company of the group and to the non-controlling
tax. returns. The Consolidated financial statements are prepared
of products and the time between the acquisition of assets for interests, even if this results in the non-controlling interests
using uniform accounting policies for like transactions and
processing and their realization into cash and cash having a deficit balance.
331 —— Consolidated Financial Statements Aether Industries Limited 332 —— Consolidated Financial Statements Aether Industries Limited
A change in the ownership interest of a subsidiary, without a loss An item of PPE is de-recognised on disposal or when no future ASSET CLASS Years indefinite useful lives are not amortised, but are tested for
of control, is accounted for as an equity transaction. If the Group economic benefits are expected from use. Any profit or loss impairment annually, either individually or at the cash-generating
Computer Equipment (Others) 3
loses control over a subsidiary, it reconsolidates the subsidiary arising on the de-recognition of an item of property, plant and unit level.
from the date it ceases control Other Equipment 10
equipment is determined as the difference between the net
disposal proceeds and the carrying amount of the asset and is Furniture & Fixtures 10 Expenditure on Research activities is recognised in the statement
- Non-controlling interests in the results and equity of recognized in Consolidated Statement of Profit and Loss. Vehicle Equipment 8 of Standalone Profit and Loss, as incurred. Development
subsidiaries are shown separately in the Consolidated Statement expenditure is capitalised only if the expenditure can be
of Profit and Loss, Consolidated Statement of Changes in Equity Subsequent costs Impairments of non-financial assets measured reliably, the product or process is technically and
and Consolidated Balance Sheet respectively. commercially feasible, future economic benefits are probable,
The cost of replacing a part of an item of property, plant and The Company assesses at each balance sheet date whether
there is any indication that an asset or cash generating unit and the Company intends to complete development and to use
- Investments in associates are accounted for using the equity equipment is recognised in the carrying amount of the item if it is
(CGU) may be impaired. Indefinite life intangibles are subject to a or sell the asset.
method of accounting, after initially being recognised at cost. probable that the future economic benefits embodied within the
part will flow to the Company and its cost can be measured review for impairment annually or more frequently if events or
Under the equity method of accounting, the investments are Intangible assets which comprise of the development
reliably. The carrying amount of the replaced part is de- circumstances indicate that it is necessary. If any such indication
adjusted thereafter to recognise the Company's share of the expenditure incurred on new product and expenditure incurred
recognised. The cost of the day-to-day servicing the property, exists, the Company estimates the recoverable amount of the
post-acquisition profits or losses of the investee in profit and loss, on acquisition of user licenses for computer software are
plant and equipment are recognised in the statement of profit asset. The recoverable amount is the higher of an asset's or
and the Company's share of other comprehensive income of the recorded at their acquisition price.
and loss as incurred. CGU's fair value less costs of disposal or its value in use. Where
investee in other comprehensive income.
the carrying amount of an asset or CGU exceeds its recoverable
amount, the asset is considered impaired and is written down to Subsequent costs
Deferred tax liabilities are not recognised for temporary Disposal
its recoverable amount. Subsequent expenditure is capitalised only when it increases the
differences between the carrying amount and tax bases of An item of property, plant and equipment is de-recognised upon
investments in subsidiaries where the Company is able to control future economic benefits embodied in the specific asset to which
the disposal or when no future benefits are expected from its use In assessing the value in use, the estimated future cash flows are
the timing of the reversal of the temporary differences and it is it relates.
or disposal. Gains and losses on disposal of an item of property, discounted to their present value using a pre-tax discount rate
probable that the differences will not reverse in the foreseeable plant and equipment are determined by comparing the proceeds that reflects current market assessments of the time value of Amortization
future. from disposal with the carrying amount of property, plant and money and the risks specific to the asset. In determining the fair
equipment, and are recognised net within other income / value less costs of disposal, recent market transactions are The useful lives of intangible sets are assessed as either finite of
2.2 Property, Plant And Equipment expenses in the consolidated statement of Profit and Loss. considered. indefinite.
Recognition and measurement Depreciation Intangible assets i. e., computer software is amortized on a
An impairment loss is recognised if the carrying amount of an
The Company has elected to continue with the carrying value of asset or CGU exceeds its recoverable amount, Impairment losses straight-line basis over the period of expected future benefits
The depreciable amount of an asset is determined after
Property, Plant and Equipment (‘PPE’) recognised as of transition are recognised in the statement of Profit and Loss. commencing from the date the asset is available for its use.
deducting its residual value. Where the residual value of an asset
date measured as per thePrevious GAAP and use that carrying
increases to an amount equal to or greater than the asset’s
value as its deemed cost of the PPE as on the transition date.
carrying amount, no depreciation charge is recognised till the If at the balance sheet date there is an indication that a previously The management has estimated the useful life of the
asset’s residual value decreases below the asset’s carrying assessed impairment loss no longer exists, an impairment loss is Intangible Assets as mentioned below
Property, plant and equipment are stated at cost less reversed only to the extent that the asset's carrying amount does
amount. Depreciation of an asset begins when it is available for ASSET CLASS Years
accumulated depreciation and accumulated impairment losses. not exceed the carrying amount that would have been
use, i.e., when it is in the location and condition necessary for it to Software & Licenses 6
Cost includes purchase price (after deducting trade discount / determined, net of depreciation or amortisation, if no impairment
be capable of operating in the intended manner. Depreciation of
rebate), non-refundable import duties and taxes, cost of loss had been recognised. Trade Marks 4
an asset ceases at the earlier of the date that the asset is
replacing the component parts, borrowing costs and other
classified as held for sale in accordance with Ind AS 105 and the Other Assets 4
directly attributable cost to bringing the asset to the location and
condition necessary for it to be capable of operating in the
date that the asset is de-recognised. 2.3 Intangible Assets
The management has estimated the useful life of the Amortisation method, useful lives and residual values are
manner intended by management. Recognition and measurement
Tangible Assets as mentioned below: reviewed at the end of each financial year and adjusted if
Intangible assets are recognised when the asset is identifiable, is appropriate.
Spare parts procured along with the Plant and Equipment or
ASSET CLASS Years within the control of the Company, it is probable that the future
subsequently having value of ₹ 50,000 or more individually
Factory Building 30 economic benefits that are attributable to the asset will flow to Intangible assets are assessed for impairment whenever there is
which meets the recognition criteria of PPE are capitalized and
the Company and cost of the asset can be reliably measured. an indication that the intangible asset may be impaired.
added to the carrying amount of such items. The carrying Other Building 10
amount of those spare parts that are replaced are de-recognized Plant & Machinery 20 Intangible assets acquired separately are measured on initial Disposal
when no future economic benefits are expected from their use or
Plant & Machinery (Pipelines) 15 recognition at cost. The cost of intangible assets acquired in a
upon disposal. If the cost of the replaced part is not available, the Gains or losses arising from de-recognition of an intangible asset
Office Equipment 5 business combination is their fair value at the date of acquisition.
estimated cost of similar new parts is used as an indication of are measured as the difference between the net disposal
Intangible assets acquired by the Company that have finite useful
what the cost of the existing part was when the item was Factory Equipment 10 proceeds and the carrying amount of the asset and are
lives are measured at cost less accumulated amortisation and
acquired. Computer Equipment (Servers & Networks) 6 recognised in the Consolidated Statement of Profit and Loss
any accumulated impairment losses. Intangible assets with
when the asset is de-recognized.
333 —— Consolidated Financial Statements Aether Industries Limited 334 —— Consolidated Financial Statements Aether Industries Limited
2.4 Financial Assets C. Financial assets measured at amortized cost F. De-recognition the end of subsequent accounting periods. Amortised cost is
calculated by taking into account any discount or premium on
A. Fair Value assessment Financial assets are measured at amortized cost if the financials The Company de-recognises a financial asset only when the
acquisition and fees or costs that are an integral part of the EIR.
asset is held within a business model whose objective is to hold contractual rights to the cash flows from the asset expire, or
Fair value is the price that would be received to sell an asset or Interest expense that is not capitalized as part of costs of assets
financial assets in order to collect contractual cash flows and the when it transfers the financial asset and substantially all the risks
paid to transfer a liability in an orderly transaction between is included as Finance costs in the Consolidated Statement of
contractual terms of the financial asset give rise on specified and rewards of ownership of the asset to another entity. If the
market participants at the measurement date, regardless of Profit and Loss.
dates to cash flows that are solely payments of principal and Company neither transfers nor retains substantially all the risks
whether that price is directly observable or estimated using
interest on the principal amount outstanding. These financials and rewards of ownership and continues to control the financial
another valuation technique. b. Financial Liabilities classified at Fair value through Profit and
assets are amortized using the effective interest rate (‘EIR’) asset, the Company recognizes its retained interest in the asset
Loss (FVTPL)
method, less impairment. Amortized cost is calculated by taking and an associated liability for amounts it may have to pay.
In estimating the fair value of an asset or a liability, the Company
into account any discount or premium on acquisition and fees or
takes into account the characteristics of asset and liability if Financial liabilities classified as FVTPL includes financial
costs that are an integral part of the EIR. The EIR amortization is G. Impairment of Financial Assets liabilities held for trading and financial liabilities designated
market participants would take those into consideration. Fair
included in finance income in the Consolidated Statement of
value for measurement and / or disclosure purposes in these The Company assesses impairment based on expected credit upon initial recognition as FVTPL.
Profit and Loss. The losses arising from impairment are
Consolidated Financial Statements is determined in such basis loss (‘ECL’) model on the following:
recognized in the Consolidated Statement of Profit and Loss.
except for transactions in the scope of Ind AS 2, 17 and 36. Financial liabilities are classified as held for trading if they are
Normally at initial recognition, the transaction price is the best - Financial assets that are measured at amortised cost; and incurred for the purpose of repurchasing in the near term.
D. Financial assets at fair value through OCI (‘FVTOCI’) Financial liabilities designated upon initial recognition at FVTPL
evidence of fair value.
Financial assets are measured at fair value through other - Financial assets measured at FVTOCI only if the criteria in Ind AS 109 is satisfied.
The fair value of an asset or a liability is measured using the comprehensive income if the financial asset is held within a
assumptions that market participants would use when pricing the business model whose objective is achieved by both collecting ECL is measured through a loss allowance on a following basis: Export benefits are accounted for in the year of exports based on
asset or liability, assuming that market participants act in their contractual cash flows and selling financial assets and the the eligibility and when there is certainty of receiving the same.
economic best interest. contractual terms of the financial asset give rise on specified - The 12 month expected credit losses (expected credit losses
dates to cash flows that are solely payments of principal and that result from those default events on the financial instruments C. De-recognition
All financial assets and financial liabilities for which fair value is interest on the principal amount outstanding. At initial that are possible within 12 months after the reporting date)
A financial liability is de-recognised when the obligation under
measured or disclosed in the Consolidated Financial Statements recognition, an irrevocable election is made (on an instrument-
the liability is discharged / cancelled / expired. When an
are categorized within the fair value hierarchy, described as by-instrument basis) to designate investments in equity - Full life time expected credit losses (expected credit losses that
existing financial liability is replaced by another from the same
follows, based on the lowest level input that is significant to the instruments other than held for trading purpose at FVTOCI. Fair result from all possible default events over the life of financial
lender on substantially different terms, or the terms of an
fair value measurement as a whole. value changes are recognized in the other comprehensive instruments)
existing liability are substantially modified, such an exchange
income (‘OCI’). Consolidated Statement of Profit and Loss.
or modification is treated as the de-recognition of the original
A fair value measurement of a non-financial asset takes into 2.5 Financial Liabilities liability and the recognition of a new liability. The difference in
account a market participant’s ability to generate economic However, the Company recognizes interest income, impairment
The Company’s financial liabilities include trade payable. the respective carrying amounts is recognized in the
benefits by using the asset in its highest and best use or by losses and reversals and foreign exchange gain or loss in the
Consolidated Statement of Profit and Loss.
selling it to another market participant that would use the asset in Consolidated Statement of Profit and Loss. On de-recognition of A. Initial recognition and measurement
its highest and best use. the financial asset other than equity instruments designated as
FVTOCI, cumulative gain or loss previously recognised in OCI is All financial liabilities at initial recognition are classified as D. Offsetting of financial instruments
financial liabilities at amortized cost or financial liabilities at fair
The Company uses valuation techniques those are appropriate in reclassified to the Statement of Profit and Loss. Financial assets and financial liabilities are offset and the net
value through profit or loss, as appropriate. All financial
the circumstances and for which sufficient data are available to amount is reported in the Consolidated Statement of Assets
liabilities classified at amortized cost are recognized initially at
measure fair value, maximizing the use of relevant observable E. Financial assets at fair value through profit or loss (‘FVTPL’) and Liabilities if there is a currently enforceable legal right to
fair value net of directly attributable transaction costs. Any
inputs and minimizing the use of unobservable inputs. offset the recognised amounts and there is an intention to
Any financial asset that does not meet the criteria for difference between the proceeds (net of transaction costs) settle on a net basis, to realise the assets and settle the
classification as at amortized cost or as financial assets at fair and the fair value at initial recognition is recognised in the
All financial assets and financial liabilities for which fair value is liabilities simultaneously.
value through other comprehensive income is classified as Standalone Statement of Profit and Loss.
measured or disclosed in the Consolidated Financial Statements
financial assets at fair value through profit or loss. Further,
are categorized within the fair value hierarchy, described as Other incomes, other than interest and dividend are
financial assets at fair value through profit or loss also include
follows, based on the lowest level input that is significant to the B. Subsequent measurement recognized when the same are due to be received and right
financial assets held for trading and financial assets designated
fair value measurement as a whole. to receive such other income is established.
upon initial recognition at fair value through profit or loss. The subsequent measurement of financial liabilities depends
Financial assets are classified as held for trading if they are upon the classification as described below:
B. Subsequent measurement acquired for the purpose of selling or repurchasing in the near
For purposes of subsequent measurement financial assets are term. Financial assets at fair value through profit or loss are fair a. Financial Liabilities classified at Amortised Cost 2.6 Share Capital and Share Premium
classified in three categories: valued at each reporting date with all the changes recognized in Financial Liabilities that are not held for trading and are not Ordinary shares are classified as equity. Incremental costs
the Consolidated Statement of Profit and Loss. designated as at FVTPL are measured at amortised cost at directly attributable to the issue of new shares are shown in
- Financial assets measured at amortized cost equity as a deduction net of tax from the proceeds. Par value of
- Financial assets at fair value through OCI
- Financial assets at fair value through profit or loss
335 —— Consolidated Financial Statements Aether Industries Limited 336 —— Consolidated Financial Statements Aether Industries Limited
the equity share is recorded as share capital and the amount Contingent liabilities are disclosed on the basis of judgment of - the Company has the right to obtain substantially all of the Lease payments included in the measurement of the lease
received in excess of the par value is classified as share management/independent experts. These are reviewed at each economic benefits from use of the asset throughout the period of liability comprise the following:
premium. balance sheet date and are adjusted to reflect the current use; and
management estimate. - fixed payments, including in-substance fixed payments.
- the Company has the right to direct the use of the asset. The
- variable lease payments that depend on an index or a rate,
Company has this right when it has the decision-making rights
2.7 Dividend Distribution to equity shareholders that are most relevant to changing how and for what purpose the initially measured using the index or rate as at the
Contingent Assets are not recognized, however, disclosed in commencement date.
The Company recognizes a liability to make cash distributions to asset is used. In rare cases where the decision about how and for
consolidated financial statement when inflow of economic - amounts expected to be payable under a residual value
equity shareholders when the distribution is authorized and the what purpose the asset is used is predetermined, the Company
benefits is probable. guarantee; and
distribution is no longer at the discretion of the Company. As per has the right to direct the use of the asset if either:
the corporate laws in India, a distribution is authorized when it is - the exercise price under a purchase option that the Company is
approved by the shareholders. A corresponding amount is reasonably certain to exercise, lease payments in an optional
recognized directly in other equity along with any tax thereon.
2.10 Revenue Recognition and Other Income # the Company has the right to operate the asset; or renewal period if the Company is reasonably certain to exercise
Revenue is recognized to the extent that it is probable that the an extension option, and penalties for early termination of a lease
# the Company designed the asset in a way that unless the Company is reasonably certain not to terminate early.
economic benefits will flow to the Company and the revenue can predetermines how and for what purpose it will be used.
2.8 Cash Flows and Cash and Cash Equivalents be reliably measured, regardless of when the payment is being
made. Revenue is measured at the fair value of the consideration The lease liability is measured at amortised cost using the
Consolidated Statement of cash flows is prepared in accordance effective interest method. It is remeasured when there is change
received or receivable, taking into account contractually defined At inception or on reassessment of a contract that contains a
with the indirect method prescribed in the relevant Ind AS. For the in future lease payments arising from a change in an index or
terms of payment and excluding taxes or duties collected on lease component, the Company allocates the consideration in
purpose of presentation in the statement of cash flows, cash and rate, if there is change in the Company's estimate of the amount
behalf of the government. the contract to each lease component on the basis of their
cash equivalents includes cash on hand, cheques and drafts on expected to be payable under a residual value guarantee, or if the
hand, deposits held with Banks, other short-term, highly liquid relative stand-alone prices.
Company changes its assessment of whether it will exercise a
investments with original maturities of three months or less that Revenue from sale of goods is recognized, when the control is purchase, extension or termination option.
are readily convertible to known amounts of cash and which are transferred to the buyer, as per the terms of the contracts and no Company as lessee
subject to an insignificant risk of changes in value, and book significant uncertainty exists regarding the amount of the When the lease liability is remeasured in this way, a
overdrafts. However, Book overdrafts are to be shown within consideration that will be derived from the sale of goods. The Company recognises a right-of-use asset and a lease corresponding adjustment is made to the carrying amount of the
borrowings in current liabilities in the Consolidated Statement of liability at the lease commencement date. right-of-use asset or is recorded in statement of Profit and Loss if
Assets and Liabilities for the purpose of presentation. the carrying amount of the right-of-use asset has been reduced
Interest income or expense is recognised using the effective The right-of-use asset is initially measured at cost, which to zero.
interest rate method. The "effective interest rate" is the rate that comprises the initial amount of the lease liability adjusted for any
2.9 Provisions, Contingent Liabilities and exactly discounts estimated future cash receipts or payments lease payments made at or before the commencement date, Leasehold land is amortised over the period of lease being 79
Contingent Assets through the expected life of the financial instrument to: plus any initial direct costs incurred and an estimate of costs to years remaining as on the date of purchase.
dismantle and remove the underlying asset or to restore the
Provisions are recognised when there is a present legal or underlying asset or the site on which it is located, less any lease Short-term leases and leases of low-value assets
constructive obligation as a result of a past event and it is - the gross carrying amount of the financial asset; or incentives received.
The Company has elected not to recognise right-of-use assets
probable (i.e. more likely than not) that an outflow of resources
embodying economic benefits will be required to settle the - the amortised cost of the financial liability
The right-of-use asset is subsequently depreciated using the and lease liability for the short-term leases that have lease term
obligation and a reliable estimate can be made of the amount of straight-line method from the commencement date to the earlier of 12 months of less and leases of low-value assets. The
the obligation. Such provisions are determined based on of the end of the useful life of the right-of-use asset or the end of Company recognises the lease payments associated with such
management estimate of the amount required to settle the 2.11 Leases leases as an expense on a straight-line basis over the lease term
the lease term. The estimated useful lives of right-of-use assets
obligation at the balance sheet date. When the Company At inception of a contract, the Company assesses whether a re determined on the same basis as those of property and
expects some or all of a provision to be reimbursed, the contract is, or contains, a lease. A contract is, or contains, a lease equipment. In addition, the right-of-use asset is periodically 2.12 Income Taxes
reimbursement is recognised as an asset only when the if the contract conveys the right to control the use of an identified reduced by impairment losses, if any, and adjusted for certain re- Income tax expense represents the sum of tax currently payable
reimbursement is virtually certain. asset for a period of time in exchange for consideration. To measurements of the lease liability. and deferred tax. Tax is recognized in the Standalone Statement
assess whether a contract conveys the right to control the use of of Profit and Loss, except to the extent that it relates to items
an identified asset, the Company assesses whether: The lease liability is initially measured at the present value of the
If the effect of the time value of money is material, provisions are recognized directly in equity or in other comprehensive income.
lease payments that are not paid at the commencement date,
discounted using a current pre-tax rate that reflects, the risks discounted using the interest rate implicit in the lease or, if that
specific to the liability. When discounting is used, the increase in - the contract involves the use of an identified asset - this may be rate cannot be readily determined, the Company's incremental
the provision due to the passage of time is recognised as finance Current Tax
specified explicitly or implicitly and should be physically distinct borrowing rate. Generally, the Company uses its incremental
costs.Present obligations arising under onerous contracts are or represent substantially all of the capacity of a physically borrowing rates as the discount rate. Current tax comprises the expected tax payable or receivable on
recognised and measured as provisions.An onerous contract is distinct asset. If the supplier has a substantive substitution right, the taxable income or loss for the year and any adjustment to the
considered to exist when a contract under which the unavoidable then the asset is not identified. tax payable or receivable in respect of previous years.
costs of meeting the obligations exceed the economic benefits
expected to be received from it.
337 —— Consolidated Financial Statements Aether Industries Limited 338 —— Consolidated Financial Statements Aether Industries Limited
The amount of current tax reflects the best estimate of the tax probable that sufficient taxable profit will be available to allow all - Cash or cash equivalent unless restricted from being Defined benefit plans
amount expected to be paid or received after considering the or part of the deferred tax asset to be utilised. exchanged or used to settle a liability for at least twelve
made at the end of the Financial Year. The Gratuity Liability is
uncertainty, if any, related to income taxes. Current tax assets months after the reporting period.
funded by the Company by maintaining the funds with a
and liabilities are measured at the amount expected to be
Unrecognised deferred tax assets are re-assessed at each separate Asset Management Company, i. e., LIC of India.
recovered from or paid to the taxation authorities.
reporting date and are recognised to the extent that it has All other assets are classified as non-current. Contributions to such fund is charged to Standalone Profit and
become probable that future taxable profits will allow the Loss Account. Actuarial Valuation of the Gratuity is done at the
The tax rates and the tax laws used to compute the amount are
deferred tax asset to be recovered. end of the Financial Year and accounted for accordingly.
those that are enacted or substantively enacted, at the reporting
date in the country where the Company operates and generates b. A liability is current when :
taxable income. Current tax assets and liabilities are offset only if - It is expected to be settled in the normal operating cycle, 2.15 Trade Receivables
there is a legally enforceable right to set it off the recognised Deferred tax assets and liabilities are measured at the tax rates
- It is held primarily for the purpose of trading, Trade Receivables are stated after writing off debts considered
amounts and it is intended to realise the asset and settle the that are expected to apply in the year when the asset is realised
as bad. Adequate provision is made for debts considered as
liability on a net basis or simultaneously. or the liability is settled, based on tax rates (and tax laws) that - It is due to be settled within twelve months after the doubtful.
have been enacted or substantively enacted at the reporting reporting period, or
Deferred Tax date.
- There is no unconditional right to defer the settlement of the
Deferred tax is provided using the balance sheet method on liability for at least twelve months after the reporting period. 2.16 Inventories
temporary differences between the tax base of assets and Deferred tax assets and deferred tax liabilities are offset if a (i) Raw Materials, Work in Progress, Finished Goods, Packing
liabilities and their carrying amounts for financial reporting legally enforceable right exists to set off current tax assets Materials, Stores, Spares and Consumables are carried at the
purposes at the reporting date. against current tax liabilities and the deferred taxes relate to the All other liabilities are classified as non-current.
lower of cost and net realisable value.
same taxable entity and the same taxation authority.
Deferred tax liabilities are recognised for all taxable temporary (ii) In determining the cost of Raw Materials, Packing Materials,
c. Deferred tax assets and liabilities are classified as non-current Stores, Spares and Consumables, FIFO Method is used. Cost
differences, except:
Deferred tax relating to items recognised outside profit or loss is assets and liabilities. of Inventory comprises of all costs of purchase, duties, taxes
- When the deferred tax liability arises from the initial recognition recognised outside profit or loss. Deferred tax items are (other than those subsequently recoverable from tax
of goodwill or an asset or liability in a transaction that is not a recognised in correlation to the underlying transaction either in authorities) and all other costs incurred in bringing the
d. The operating cycle is the time between the acquisition of inventory to their present location and condition.
business combination and, at the time of the transaction, affects OCI or directly in equity.
assets for processing and their realization in cash and cash
neither the accounting profit nor taxable profit or loss, equivalents. (iii) Cost of Finished Goods includes the cost of Raw Materials,
- Taxable temporary differences arising on the initial recognition Packing Materials, an appropriate share of fixed and variable
of goodwill. Minimum Alternate Tax (MAT) production overheads, indirect taxes as applicable and other
- Temporary differences related to investments in subsidiaries, Minimum Alternate Tax (MAT) credit is recognised as an asset 2.14 Employee Benefits costs incurred in bringing the inventories to their present.
associates, and joint arrangements to the extent that the only when and to the extent there is convincing evidence that the (iv) location and condition.
Company is able to control the timing of the reversal of the Company will pay normal income tax during the specified period. (i) Short -term employee benefits
temporary differences and it is probable that they will not reverse Such asset is reviewed at each Balance Sheet date and the (v) Cost of Stock in Trade procured for specific projects is
All employee benefits payable wholly within twelve months of
in the foreseeable future. carrying amount of the MAT credit asset is written down to the assigned by specific identification of individual costs of each
rendering the service are classified as short-term employee
extent there is no longer a convincing evidence to the effect that item.
benefits. Un-discounted value of benefits such as salaries,
Deferred tax assets are recognised for all deductible temporary the Company will pay normal income tax during the specified incentives, allowances and bonus are recognized in the period in
differences, the carry forward of unused tax credits and any period. which the employee renders the related service.
unused tax losses. Deferred tax assets are recognised to the 2.17 Borrowing Costs
extent that it is probable that taxable profit will be available 2.13 Current versus Non-Current classification (ii) Long -term employee benefits Borrowing costs directly attributable to the acquisition,
against which the deductible temporary differences, and the construction or production of an asset, that necessarily takes
carry forward of unused tax credits and unused tax losses The Company presents assets and liabilities in the Standalone
substantial period of time to get ready for its intended use or sale,
(including unabsorbed depreciation) can be utilised, except: Statement of Assets and Liabilities based on current/non-current
classification. Defined contribution plans are capitalized as part of the cost of the respective asset. All
other borrowing costs are expensed in the period in which they
The Company contributes to the employee's approved provident
When the deferred tax asset relating to the deductible temporary are incurred.
fund scheme. The Company’s contribution paid/payable under
difference arises from the initial recognition of an asset or liability a. An asset is current when it is: Borrowing costs consist of interest, exchange differences arising
the scheme is recognized as an expense in the statement of
in a transaction that is not a business combination and, at the from foreign currency borrowings to the extent they are regarded
- Expected to be realized or intended to be sold or consumed profit and loss during the period in which the employee renders
time of the transaction, affects neither the accounting profit nor as an adjustment to the interest cost and other costs that an
in the normal operating cycle the related services.
taxable profit or loss. entity incurs in connection with the borrowings of the funds.
- Held primarily for the purpose of trading,
The carrying amount of deferred tax assets is reviewed at each - Expected to be realised within twelve months after the
reporting date and reduced to the extent that it is no longer reporting period, or
339 —— Consolidated Financial Statements Aether Industries Limited 340 —— Consolidated Financial Statements Aether Industries Limited
2.18 Earnings per share 2.21 Government grants and subsidies
Basic EPS is calculated by dividing the profit for the year Grants / subsidies that compensate the Company for expenses
attributable to equity holders of the Company by the weighted incurred are recognised in the Standalone Statement of Profit
average number of equity shares outstanding during the financial and Loss as other operating income on a systematic basis in the
year, adjusted for bonus elements and stock split in equity shares periods in which such expenses are recognised.
issued during the year and excluding treasury shares. The
weighted average number of equity shares outstanding during
the period and for all periods presented is adjusted for events, Export Incentives
such as bonus shares and stock split, other than the conversion
Export incentives under various schemes notified by the
of potential equity shares that have changed the number of
government are recognised when no significant uncertainties as
equity shares outstanding, without a corresponding change in
to the amount of consideration that would be derived and that
resources.
the Company will comply with the conditions associated with the
grant and ultimate collection exist.
Diluted EPS is adjustment to the figures used in the determination
of basic EPS to consider: 2.22 Recent accounting pronouncements
Ministry of Corporate Affairs ("MCA") notifies new standards or
amendments to the existing standards under the Companies
- The after-income tax effect of interest and other financing
(Indian Accounting Standards) Rules as amended from time to
costs associated with dilutive potential equity shares, and
time. There are no such recently issued standards or
- The weighted average number of additional equity shares amendments to the existing standards for which the impact on
that would have been outstanding assuming the conversion the Standalone Financial Statements is required to be disclosed.
of all dilutive potential equity shares.
Factory building ₹ 281.78 ₹ 50.61 - ₹ 332.39 ₹ 28.29 ₹ 9.64 - ₹ 37.93 ₹ 253.49 ₹ 294.47
Other building ₹ 21.11 - - ₹ 21.11 ₹ 8.53 ₹ 2.00 - ₹ 10.53 ₹ 12.58 ₹ 10.58
Plant and machinery ₹ 1,744.06 ₹ 324.22 - ₹ 2,068.28 ₹ 173.01 ₹ 94.55 - ₹ 267.56 ₹ 1,571.05 ₹ 1,800.72
Office equipment ₹ 17.41 ₹ 6.53 - ₹ 23.94 ₹ 7.06 ₹ 3.67 - ₹ 10.73 ₹ 10.35 ₹ 13.21
Factory equipment (electric) ₹ 174.62 ₹ 33.41 - ₹ 208.03 ₹ 28.97 ₹ 18.27 - ₹ 47.24 ₹ 145.65 ₹ 160.79
Computer equipment ₹ 34.03 ₹ 4.67 - ₹ 38.70 ₹ 23.38 ₹ 4.87 - ₹ 28.25 ₹ 10.65 ₹ 10.45
Other equipment ₹ 62.94 ₹ 8.06 - ₹ 71.00 ₹ 21.93 ₹ 6.34 - ₹ 28.27 ₹ 41.01 ₹ 42.73
Furniture and fixtures ₹ 21.68 ₹ 3.52 - ₹ 25.20 ₹ 6.42 ₹ 2.25 - ₹ 8.67 ₹ 15.26 ₹ 16.52
Vehicle equipment ₹ 6.23 ₹ 1.72 - ₹ 7.95 ₹ 1.29 ₹ 0.85 - ₹ 2.14 ₹ 4.94 ₹ 5.81
Total ₹ 2,363.86 ₹ 432.73 - ₹ 2,796.59 ₹ 298.88 ₹ 142.43 - ₹ 441.31 ₹ 2,064.98 ₹ 2,355.28
Descriptions As at
March 31, 2023 & 2022
Refer Note No. 20 and Note No. 22 for information on property, plant and equipment pledged as securities by the Company.
343 —— Consolidated Financial Statements Aether Industries Limited 344 —— Consolidated Financial Statements Aether Industries Limited
4. Capital work-in-progress
There are no projects as at reporting date which has exceeded cost as compare to its original approved plan.
345 —— Consolidated Financial Statements Aether Industries Limited 346 —— Standalone Financial Statements Aether Industries Limited
5. Right-of-use assets
Gross Block Amortisation Net Block
Particulars As at Additions Disposals As at As at Charge Disposals As at As at As at
April 1, 2022 during the period March 31, 2023 April 1, 2022 for the period during the period March 31, 2023 April 1, 2022 March 31, 2023
Leasehold land ₹ 162.34 ₹ 823.66 - ₹ 986.00 ₹ 6.68 ₹ 4.78 - ₹ 11.46 ₹ 155.66 ₹ 974.54
Properties (Land & Building) ₹ 74.34 ₹ 109.19 - ₹ 183.53 ₹ 18.79 ₹ 16.72 - ₹ 35.51 ₹ 55.55 ₹ 148.02
Total ₹ 236.68 ₹ 932.85 - ₹ 1,169.53 ₹ 25.47 ₹ 21.50 - ₹ 46.97 ₹ 211.21 ₹ 1,122.55
Leasehold land ₹ 68.19 ₹ 94.15 - ₹ 162.34 ₹ 5.17 ₹ 1.51 - ₹ 6.68 ₹ 63.02 ₹ 155.66
Properties (Land & Building) ₹ 38.47 ₹ 35.87 - ₹ 74.34 ₹ 9.75 ₹ 9.04 - ₹ 18.79 ₹ 28.72 ₹ 55.55
Total ₹ 106.66 ₹ 130.02 - ₹ 236.68 ₹ 14.92 ₹ 10.55 - ₹ 25.47 ₹ 91.74 ₹ 211.21
Computer Software ₹ 11.35 ₹ 0.59 - ₹ 11.94 ₹ 5.89 ₹ 1.83 - ₹ 7.72 ₹ 5.46 ₹ 4.21
Others ₹ 1.45 ₹ 0.19 - ₹ 1.64 ₹ 1.30 ₹ 0.06 - ₹ 1.36 ₹ 0.15 ₹ 0.28
Total ₹ 12.80 ₹ 0.78 - ₹ 13.58 ₹ 7.19 ₹ 1.90 - ₹ 9.09 ₹ 5.61 ₹ 4.49
347 —— Consolidated Financial Statements Aether Industries Limited 348 —— Consolidated Financial Statements Aether Industries Limited
7. Investments Notes
1. Raw Materials, Work in Progress, Finished Goods, Packing Materials, Stores, Spares and Consumables are carried at the lower of cost and net realisable value.
2. In determining the cost of Raw Materials, Packing Materials, Stores, Spares and Consumables, FIFO Method is used. Cost of Inventory comprises of all costs of
Unquoted equity shares As at March 31, 2023 As at March 31, 2022 purchase, duties, taxes (other than those subsequently recoverable from tax authorities) and all other costs incurred in bringing the inventory to their present
location and condition.
9 (31 March 2022: 9) equity shares of Sachin Industrial Co. Op. Society Limited, ₹ 0.00 ₹ 0.00
3. Cost of Finished Goods includes the cost of Raw Materials, Packing Materials, an appropriate share of fixed and variable production overheads, indirect taxes as
of ₹ 500 each fully paid-up applicable and other costs incurred in bringing the inventories to their present location and condition.
1,16,851 (31 March 2022: 1,16,851 ) equity shares of Globe Enviro Care Limited, ₹ 2.09 ₹ 2.09 4. Cost of Stock in Trade procured for specific projects is assigned by specific identification of individual costs of each item.
5. Inventories are pledge / hypothecated as primary security with the bankers (lenders) against the Working Capital Facilities availed by the Company.
of ₹ 10 each fully paid-up
Total ₹ 2.10 ₹ 2.09
Aggregate value of unquoted investments ₹ 2.10 ₹ 2.09
Aggregate amount of impairment in value of investments - - 11. Investments
Investment in mutual funds - Quoted As at March 31, 2023 As at March 31, 2022
8. Others financial assets
2839.999 (March 31, 2022: 28) SBI Liquid Fund Direct Growth ₹ 10.01 ₹ 0.14
Unsecured, considered good As at March 31, 2023 As at March 31, 2022 0 (March 31, 2022: 50,731.956) Nippon India Money Market Fund ₹ 0.00 ₹ 169.97
Security deposits ₹ 27.01 ₹ 23.20 Total ₹ 10.01 ₹ 170.11
National Security Depository Limited ₹ 0.01 - (a) Aggregate book value of quoted investments ₹ 10.01 ₹ 170.11
Total ₹ 27.02 ₹ 23.20 (b) Aggregate market value of quoted investments ₹ 10.01 ₹ 170.11
349 —— Consolidated Financial Statements Aether Industries Limited 350 —— Consolidated Financial Statements Aether Industries Limited
Outstanding for following periods from due date of Payment 14. Bank balances other than cash and cash equivalents
As at March 31, 2023 Less than 6 6 Months 1-2 2-3 More than Total
Months - 1 Year Years Years 3 Years Particulars As at March 31, 2023 As at March 31, 2022
Other bank balances:
• Undisputed Trade Receivables - considered good ₹ 2,516.04 ₹ 67.08 ₹ 6.69 - - ₹ 2,589.82
Margin Money - Fixed Deposits ₹ 23.81 ₹ 25.05
• Undisputed Trade Receivables - which - - - - - -
have significant increase in Credit risk Others - Fixed Deposits ₹ 290.00 ₹ 121.72
• Undisputed Trade Receivables - credit impaired - - - - - - (with maturity of more than 3 months but less than 12 months)
• Disputed Trade Receivables - considered good - - - - - - Other bank balances ₹ 313.81 ₹ 146.77
• Disputed Trade Receivables - which - - - - - -
have significant increase in Credit risk
- - - - - -
15. Loans
• Disputed Trade Receivables - credit impaired
• Undisputed Trade Receivables - considered good - - - - - - Particulars As at March 31, 2023 As at March 31, 2022
Total ₹ 2,516.04 ₹ 67.08 ₹ 6.69 - - ₹ 2,589.82 Loans to employees* ₹ 11.38 ₹ 8.36
Total ₹ 11.38 ₹ 8.36
Outstanding for following periods from due date of Payment
As at March 31, 2022 Less than 6 6 Months 1-2 2-3 More than Total Breakup of security details:
Months - 1 Year Years Years 3 Years Loans, considered good - secured - -
• Undisputed Trade Receivables - considered good ₹ 1,628.99 ₹ 3.61 ₹ 2.20 - - ₹ 1,634.80 Loans, considered good - unsecured ₹ 11.38 ₹ 8.36
• Undisputed Trade Receivables - which - - - - - - Loans, considered doubtful / credit impaired - -
have significant increase in Credit risk Total ₹ 11.38 ₹ 8.36
• Undisputed Trade Receivables - credit impaired - - - - - - Less: Loss allowance - -
• Disputed Trade Receivables - considered good - - - - - - Total loans receivables ₹ 11.38 ₹ 8.36
• Disputed Trade Receivables - which - - - - - -
have significant increase in Credit risk
*Loans to employees do not include any loan given to promoters, directors, KMPs and any other related parties.
• Disputed Trade Receivables - credit impaired - - - - - -
• Undisputed Trade Receivables - considered good - - - - - -
16. Other financial assets
Total ₹ 1,628.99 ₹ 3.61 ₹ 2.20 - - ₹ 1,634.80
Particulars As at March 31, 2023 As at March 31, 2022
13. Cash and cash equivalents Interest receivable (from fixed deposits with banks) ₹ 0.36 ₹ 0.36
Gratuity asset (Refer note 45 for further disclosures) ₹ 2.91 ₹ 2.34
Particulars As at March 31, 2023 As at March 31, 2022
Total ₹ 3.27 ₹ 2.70
Cash in hand ₹ 1.07 ₹ 0.98
Balances with banks:
Current accounts ₹ 2.05 ₹ 0.01
EEFC accounts ₹ 148.30 ₹ 32.40
Cash Credit accounts ₹ 557.66 -
Total ₹ 709.08 ₹ 33.39
351 —— Consolidated Financial Statements Aether Industries Limited 352 —— Consolidated Financial Statements Aether Industries Limited
17. Other current assets Shareholders holding more than 5% shares in the Company is set out below
Particulars As at March 31, 2023 As at March 31, 2022 Equity shares of ₹10 each fully paid As at March 31, 2023 As at March 31, 2022
Advances recoverable in cash ₹ 89.98 ₹ 231.72 Particulars Number Number Number Number
Balances with government authorities ₹ 495.08 ₹ 172.43 of shares of shares % of shares of shares %
Prepaid expenses ₹ 31.98 ₹ 18.79 Purnima Ashwin Desai 3,20,57,403 25.75% 3,48,77,403 30.95%
Other advances - ₹ 51.39 Ashwin Jayantilal Desai 67,20,417 5.40% 67,20,417 5.96%
Solar benefit ₹ 9.68 - Rohan Ashwin Desai 22,21,681 1.78% 22,21,681 1.97%
Total ₹ 626.72 ₹ 474.34 Aman Ashwin Desai 1,10,000 0.09% 1,10,000 0.10%
AJD Family Trust 1,35,60,206 10.89% 1,35,60,206 12.03%
PAD Family Trust 1,35,60,206 10.89% 1,35,60,206 12.03%
18. Share capital
RAD Family Trust 2,00,17,162 16.08% 2,00,17,162 17.76%
Particulars As at March 31, 2023 As at March 31, 2022 AAD Business Trust 2,00,17,162 16.08% 2,00,17,162 17.76%
Authorised
14,00,00,000 (31 March 2022: 14,00,00,000) equity shares of ₹ 10 each. ₹ 1,400.00 ₹ 1,400.00 Promotors Shareholding in the Company is set out below :
Total ₹ 1,400.00 ₹ 1,400.00
Equity shares of ₹10 each fully paid As at March 31, 2023 As at March 31, 2022
Issued, subscribed and paid up:
Particulars Number Number Number Number
Equity share capital
of shares of shares % of shares of shares %
12,45,10,721 (31 March 2022: 11,26,91,397) equity shares of ₹ 10 each fully paid-up ₹ 1,245.11 ₹ 1,126.91
Purnima Ashwin Desai 3,20,57,403 25.75% 3,48,77,403 30.95%
Total ₹ 1,245.11 ₹ 1,126.91
Ashwin Jayantilal Desai 67,20,417 5.40% 67,20,417 5.96%
Rohan Ashwin Desai 22,21,681 1.78% 22,21,681 1.97%
Equity share As at March 31, 2023 As at March 31, 2022 Aman Ashwin Desai 1,10,000 0.09% 1,10,000 0.10%
Particulars Number of shares Number of shares AJD Family Trust 1,35,60,206 10.89% 1,35,60,206 12.03%
Outstanding at the beginning of the year / period 11,26,91,397 1,00,98,567 PAD Family Trust 1,35,60,206 10.89% 1,35,60,206 12.03%
Add: Issued during the year 1,18,19,324 10,25,92,830 RAD Family Trust 2,00,17,162 16.08% 2,00,17,162 17.76%
Outstanding at the end of the year 12,45,10,721 11,26,91,397 AAD Business Trust 2,00,17,162 16.08% 2,00,17,162 17.76%
Equity shares
As to dividend The Shareholders are entitled to receive dividend in proportion to the
amount of paid up equity shares held by them. The Company has not
declared any dividend during the year.
As to repayment of capital In the event of liquidation of the Company, the holders of equity shares will
be entitled to receive any of the remaining asset of the Company, after
distribution of all preferential amounts. The distribution will be in proportion
to the number of equity shares held by the shareholder.
As to voting The Company has one class of shares referred to as equity shares having
par value of ₹10. Each holder of the equity share is entitled to one vote per
share.
353 —— Consolidated Financial Statements Aether Industries Limited 354 —— Consolidated Financial Statements Aether Industries Limited
19. Other equity 20. Borrowings
Reserves and surplus As at March 31, 2023 As at March 31, 2022 Unsecured – measured at fair value through profit or loss account (FVTPL) As at March 31, 2023 As at March 31, 2022
A. Retained earnings ₹ 3,022.85 ₹ 1,720.29 Secured
B. Securities Premium ₹ 8,162.55 ₹ 1,015.73 Rupee Term Loans from Banks
C. Employee Share Option Reserve ₹ 15.55 ₹ 5.96 HDFC Bank Term Loan - Old - ₹ 388.19
Total ₹ 11,200.95 ₹ 2,741.97 HDFC Bank Term Loan - New - ₹ 472.79
HDFC Bank Term Loan - ECGLS - ₹ 182.29
A. Retained earnings SBI Term Loan - ₹ 137.05
Opening balance ₹ 1,720.29 ₹ 1,407.72 SBI Term Loan - New - ₹ 36.74
Profit for the period / year ₹ 1,304.15 ₹ 1,089.29 Rupee Vehicle Loans from Banks
Less: Utilized for the issue of Bonus Shares (Bonus Equity Shares issued in the - -₹ 775.24 HDFC Bank Car Loan - ₹ 1.06
Ratio 1 10) Others (Unsecured)
Changes in lease liabilities -₹ 0.33 - From related parties (Directors & Promoters) - -
Other comprehensive (loss) / income
Total ₹ 0.00 ₹ 1,218.13
Remeasurement of defined benefit liabilities / (asset), (net of tax) -₹ 1.25 -₹ 1.48
Closing balance ₹ 3,022.85 ₹ 1,720.29
1. Terms of Repayment, Nature of Security in case of Secured Loans : Principal outstanding as at
B. Securities Premium Nature of Security Rate of Interest Terms of Repayment March March
as on March 31, 2023 31, 2023 31, 2022
As at beginning and end of the period / year ₹ 1,015.73 ₹ 234.62
• HDFC Car Loan (Hypothecation of Car) 9.55% p. a. 60 instalments from ₹ 1.06 ₹ 2.02
Less: Utilized for the issue of Bonus Shares (Bonus Equity Shares issued in the - -₹ 234.62
April 05, 2019
Ratio 1 10)
• SBI Term Loan NA 28 Quarterly Instalments of - ₹ 228.45
Add: Preferential Allotment of Shares (202492 (FY 2021-22 1607160 Equity Shares) ₹ 1,279.75 ₹ 1,015.73 ₹22.85 MM each
Equity Shares of ₹ 10 each at a Premium of ₹ 632 per share)
• SBI Term Loan New NA 25 Quarterly Instalments of - ₹ 55.14
Allotment of Shares in IPO (9766355 Equity Shares of ₹ 10 each at a Premium of ₹ ₹ 6,172.34 - ₹4.60 MM each
632 per share)
• HDFC Bank Term Loan NA 20 Quarterly Instalments of - ₹ 508.19
Shares based payment options outstanding (ESOPs exercised) ₹ 5.92 - ₹30.00 MM each
IPO Expenses -₹ 319.91 - • HDFC Bank Term Loan - ECGLS NA 48 Monthly Instalments of - ₹ 244.79
Allotment of Shares under exercise of ESOPs (28048 Equity Shares of ₹ 10 each at ₹ 8.72 - ₹5.21 MM each
a Premium of ₹ 311 per share) • HDFC Bank Term Loan - New NA 20 Quarterly Instalments of - ₹ 472.79
Closing balance ₹ 8,162.55 ₹ 1,015.73 ₹23.64 MM each
2. Borrowings mentioned in the above note 20, along with note 22, amounting to ₹ 2,699.52 MM (pertaining to FY '22) were paid off
C. Employee Share Option Reserve subsequent to the Balance Sheet date out of the IPO Proceeds.
Opening balance ₹ 5.96 - 3. The company has used the loans towards the specific purposes for which it had borrowed the funds from the bank and there is no
Add: Additions during the year ₹ 15.51 ₹ 5.96 deviation in that regards.
Less: Transferred to Securities Premium on exercise of stock options -₹ 5.92 - 4. The quarterly returns or statements of current assets filed by the Company with banks are in agreement with the books of accounts.
Closing balance ₹ 15.55 ₹ 5.96
Grant Total ₹ 11,200.95 ₹ 2,741.97
355 —— Consolidated Financial Statements Aether Industries Limited 356 —— Consolidated Financial Statements Aether Industries Limited
:
:
21. Lease liabilities 23. Lease liabilities
Particulars As at March 31, 2023 As at March 31, 2022 Particulars As at March 31, 2023 As at March 31, 2022
Lease liabilities ₹ 145.32 ₹ 50.69 Lease liabilities ₹ 10.76 ₹ 5.85
Total ₹ 145.32 ₹ 50.69 Total ₹ 10.76 ₹ 5.85
6. Borrowings mentioned in the above note 20, along with note 22, amounting to ₹ 2,699.52 MM (pertaining to FY '22) were paid off
subsequent to the Balance Sheet date out of the IPO Proceeds.
357 —— Consolidated Financial Statements Aether Industries Limited 358 —— Consolidated Financial Statements Aether Industries Limited
25. Other financial liabilities 28. Revenue from operations
Particulars As at March 31, 2023 As at March 31, 2022 Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
Employee related payable
Sale of products
Salary and other benefits ₹ 23.72 ₹ 19.41
Manufactured goods:
Bonus payable ₹ 12.45 ₹ 9.94
Local sales ₹ 1,952.23 ₹ 2,087.12
Other payables ₹ 1.52 ₹ 1.65
Export sales ₹ 2,169.84 ₹ 2,305.27
Bills payable ₹ 0.01 ₹ 0.22
Deemed exports ₹ 1,571.29 ₹ 1,031.36
Creditor for expenses ₹ 59.25 ₹ 32.25
Export sales - CRAMS ₹ 448.11 ₹ 289.53
Total ₹ 96.94 ₹ 63.46
Domestic sales - CRAMS ₹ 63.47 ₹ 4.73
Deemed exports - CRAMS ₹ 3.38 -
26. Other current liabilities Sale of services:
Export services ₹ 302.43 ₹ 184.73
Particulars As at March 31, 2023 As at March 31, 2022
Domestic services - -
Advance received from customers ₹ 2.05 ₹ 4.28
Statutory dues payables ₹ 14.03 ₹ 10.39 Total revenue from operations ₹ 6,510.74 ₹ 5,902.73
Total ₹ 16.08 ₹ 14.67 Less : Rebate and discount - -₹ 2.26
Total ₹ 6,510.74 ₹ 5,900.47
Refer note no. 46 for further disclosures
27. Provisions
Particulars As at March 31, 2023 As at March 31, 2022 29. Other income
Gratuity (Refer note 45 for further disclosures) - -
Particulars For the year ended For the year ended
Total - -
March 31, 2023 March 31, 2022
Interest
Interest on fixed deposits ₹ 74.23 ₹ 4.64
Interest accrued on loans to employees ₹ 1.11 ₹ 1.29
Interest on deposits ₹ 0.09 ₹ 0.03
Others:
Foreign exchange fluctuation ₹ 36.65 ₹ 18.37
Duty drawback - exports ₹ 8.84 ₹ 5.14
MEIS duty credit ₹ 1.31 ₹ 21.65
SEIS Duty Credit ₹ 23.22 -
Income from mutual funds ₹ 8.34 ₹ 3.22
Income accrued from mutual funds ₹ 0.20 -
Income From Bonds NCD CP - -
Interest subsidy (term loan) ₹ 9.96 ₹ 15.00
Income Tax Refund ₹ 1.18 -
Misc. income ₹ 0.50 ₹ 0.38
Total ₹ 165.65 ₹ 69.74
359 —— Consolidated Financial Statements Aether Industries Limited 360 —— Consolidated Financial Statements Aether Industries Limited
Subsidies from the Government
Subsidies from the Government are not recognised until there is reasonable assurance that the Company will comply with the
conditions attaching to them and that the subsidies will be received or when actually will be received by the Company. Subsidies from
31.Changes in inventories of finished goods and work-in-progress
the Government are recognised in profit or loss on a systematic basis over the periods in which the Company recognises as expenses
Particulars For the year ended March 31, 2023 For the year ended March 31, 2022
the related costs for which the subsidies are intended to compensate.
Subsidies from the Government that are receivable as compensation for expenses or losses already incurred or for the purpose of Opening inventories:
giving immediate financial support to the Company with no future related costs are recognised in profit or loss in the period in which Finished goods ₹ 549.57 ₹ 115.06
they are received. ₹ 426.68 ₹ 156.31
Work-in-progress
Total (A) ₹ 976.25 ₹ 271.37
30. Cost of materials consumed Closing inventories:
Finished goods ₹ 536.19 ₹ 549.57
Particulars For the year ended March 31, 2023 For the year ended March 31, 2022 ₹ 1,062.81 ₹ 426.68
Work-in-progress
Raw Materials Total (B) ₹ 1,599.00 ₹ 976.25
Opening ₹ 450.01 ₹ 392.82 Total (A-B) -₹ 622.76 -₹ 704.88
Add: Purchase ₹ 3,728.30 ₹ 3,407.18
Add: Custom duty and clearing forwarding
charges ₹ 75.85 ₹ 71.80 32. Employee benefits expense
Less: Discount on Purchase of Raw Material -₹ 5.98 -₹ 29.36 Particulars For the year ended March 31, 2023 For the year ended March 31, 2022
Total ₹ 4,248.18 ₹ 3,842.44
Salaries, wages and bonus ₹ 251.89 ₹ 212.52
Closing ₹ 607.88 ₹ 450.01
Contribution to gratuity ₹ 6.67 ₹ 5.08
Raw Material Consumption ₹ 3,640.30 ₹ 3,392.43
Contribution to provident fund ₹ 12.72 ₹ 10.30
Packing Materials
Contribution to provident fund - Admin Charges ₹ 0.55 ₹ 0.46
Opening ₹ 15.41 ₹ 10.80
Staff welfare expenses ₹ 22.45 ₹ 23.73
Purchase ₹ 63.46 ₹ 63.48
Leave encashment expenses ₹ 5.22 ₹ 5.14
Total ₹ 78.87 ₹ 74.28
Employee medical insurance expenses ₹ 2.68 ₹ 2.37
Closing ₹ 14.70 ₹ 15.41 ESOPs (Employee Benefit) ₹ 15.51 ₹ 5.96
Packing Material Consumption ₹ 64.17 ₹ 58.87 Other employee related expenses ₹ 26.88 ₹ 4.89
Stores & Spares Total ₹ 344.57 ₹ 270.44
Opening ₹ 52.77 ₹ 48.54
Purchase ₹ 141.25 ₹ 126.01
33. Finance costs
Less: Discount on Purchase of Others -₹ 0.96 -
Total ₹ 193.06 ₹ 174.55 Particulars For the year ended March 31, 2023 For the year ended March 31, 2022
Closing ₹ 46.28 ₹ 52.77 Interest on term loan ₹ 11.18 ₹ 76.13
Stores & Spares Consumption ₹ 146.78 ₹ 121.78 Interest on term loan - ECGLS ₹ 3.06 ₹ 16.05
Other Material Interest on cash credit ₹ 6.92 ₹ 6.16
Opening ₹ 133.01 ₹ 123.75 Interest on PCFC ₹ 5.08 ₹ 11.03
Purchase ₹ 31.69 ₹ 21.39 Interest on bill discounting ₹ 3.76 ₹ 4.79
Total ₹ 164.70 ₹ 145.14 Interest on SLC ₹ 0.11 ₹ 0.32
Closing ₹ 219.80 ₹ 133.01 Interest on car loan ₹ 0.15 ₹ 0.24
Other Material Consumption -₹ 55.10 ₹ 12.13 Interest on unsecured loans - -
Total cost of materials consumed ₹ 3,796.14 ₹ 3,585.21 Bank charges ₹ 8.57 ₹ 11.83
Interest on financial liabilities at amortized cost ₹ 12.09 ₹ 4.67
Total ₹ 50.93 ₹ 131.21
361 —— Consolidated Financial Statements Aether Industries Limited 362 —— Consolidated Financial Statements Aether Industries Limited
34. Depreciation and amortisation expense 36. Taxes
Particulars For the year ended For the year ended a. Statement of profit or loss For the year ended For the year ended
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
Depreciation of property, plant and equipment (refer note 3) ₹ 208.76 ₹ 142.43 Current tax
Amortisation of right-of-use asset (refer note 5) ₹ 21.50 ₹ 10.55 Current income tax charge ₹ 311.22 ₹ 338.73
Amortisation of intangible assets (refer note 6) ₹ 2.19 ₹ 1.90 Deferred tax ₹ 128.97 ₹ 36.72
Total ₹ 232.45 ₹ 154.87 Income tax expense reported in the statement of profit or loss ₹ 440.19 ₹ 375.44
363 —— Consolidated Financial Statements Aether Industries Limited 364 —— Consolidated Financial Statements Aether Industries Limited
e. Reconciliation of tax expense and the accounting profit multiplied by India’s For the year ended For the year ended f. Movement in temporary differences : April 1, 2021 Recognised in Recognised in OCI March 31, 2022
domestic tax rate March 31, 2023 March 31, 2022 profit or loss during the
Accounting profit before tax ₹ 1,744.76 ₹ 1,464.73 Particulars during the period / year period/ year
Tax rate 25.17% 25.17% Deferred tax liabilities (DTL)
Tax as per IT Act on above ₹ 439.12 ₹ 368.64 Excess of depreciation/amortisation on ₹ 102.58 ₹ 36.92 - ₹ 139.50
Tax expenses (P&L) property plant and equipment under income tax act
Current tax ₹ 311.22 ₹ 338.73 Fair valuation of Mutual funds -₹ 0.20 ₹ 0.20 - -
Deferred tax ₹ 128.97 ₹ 36.72 Fair valuation of Security deposits -₹ 0.01 ₹ 0.02 - ₹ 0.01
Taxation in respect of earlier years - - Amortization of processing fees on loan -₹ 0.18 - -₹ 0.18
₹ 440.19 ₹ 375.44 Provision for employee benefits ₹ 0.45 -₹ 0.73 -₹ 0.50 -₹ 0.78
Tax expenses (OCI) -₹ 0.42 -₹ 0.50 Leases -₹ 0.57 ₹ 0.82 - ₹ 0.25
Difference -₹ 0.66 -₹ 6.30 Net deferred tax liability / (asset) ₹ 102.07 ₹ 37.22 -₹ 0.50 ₹ 138.79
Tax reconciliation
Adjustments :
- -
37. Earnings Per Share
Effect of permanent adjustments
Impact as a result of Tax Rate Change - - Particulars For the year ended For the year ended
Impact as a result of Capital Gains -₹ 0.05 ₹ 0.15 March 31, 2023 March 31, 2022
Others ₹ 0.71 ₹ 6.15 Profits attributable to equity shareholders ₹ 1,304.15 ₹ 1,089.29
₹ 0.00 ₹ 0.00 Basic Earnings Per Share
Profit for basic earning per share of ₹10 each
Profit for the period / year (in ₹) 1304.15 ₹ 1,089.29
f. Movement in temporary differences : April 1, 2022 Recognised in Recognised in OCI March 31, 2023
profit or loss during the Weighted average number of equity shares outstanding during the period / year 12,45,10,721 11,26,91,397
Particulars during the period / year period/ year
Basic EPS (₹) ₹ 10.47 ₹ 9.67
Deferred tax liabilities (DTL)
Diluted Earnings Per Share
Excess of depreciation/amortisation on ₹ 139.50 ₹ 130.41 - ₹ 269.91
property plant and equipment under income tax act Profit for diluted earning per share of ₹10 each
Fair valuation of Mutual funds - -₹ 0.05 - -₹ 0.05 Profit for the period / year (in ₹) ₹ 1,304.15 ₹ 1,089.29
Fair valuation of Security deposits ₹ 0.01 -₹ 0.01 - -
Weighted average number of equity shares outstanding during the period / year 12,45,10,721 11,26,91,397
Amortization of processing fees on loan -₹ 0.18 ₹ 0.18 -
Diluted EPS (₹) ₹ 10.47 ₹ 9.67
Provision for employee benefits -₹ 0.78 ₹ 1.62 -₹ 0.42 ₹ 0.42
Leases ₹ 0.25 -₹ 2.76 - -₹ 2.51 Weighted average number of equity shares for basic earning per share
Net deferred tax liability / (asset) ₹ 138.79 ₹ 129.39 -₹ 0.42 ₹ 267.76 Balance at the beginning and at the end of the period 11,26,91,397 1,00,98,567
Issued during the period 1,18,19,324 10,25,92,830
Weighted average number of equity shares outstanding during the period / 12,45,10,721 11,26,91,397
year for Earnings Per Share
Weighted average number of equity shares for diluted earning per share
Balance at the beginning and at the end of the period* 11,26,91,397 1,00,98,567
Issued during the period 1,18,19,324 10,25,92,830
Weighted average number of equity shares outstanding during the period / 12,45,10,721 11,26,91,397
year for Diluted Earnings Per Share
365 —— Consolidated Financial Statements Aether Industries Limited 366 —— Consolidated Financial Statements Aether Industries Limited
38. Contingent liabilities, contingent assets and commitments 40. Related Party Disclosures
Particulars Currency As at March 31, 2023 As at March 31, 2022 A. List of Related Parties and description of relationship 3. Key Management Personnel (KMP)
Ashwin Jayantilal Desai
Bank Guarantees Issued for : 1. Subsidiary Companies:
Managing Director
Customs ₹ (in MM) ₹ 8.89 ₹ 8.89 Aether Speciality Chemicals Limited
Gujarat Gas Ltd. ₹ (in MM) ₹ 20.71 ₹ 15.35 Purnima Ashwin Desai
DGVCL ₹ (in MM) ₹ 47.40 ₹ 23.70 2. Entities where directors are interested Whole-time Director
Total Margin for above items ₹ (in MM) ₹ 14.37 ₹ 11.45 Ashwin Jayantilal Desai (Managing Director) Rohan Ashwin Desai
Raw Material LC ₹(in MM) - - Aether Foundation Whole-time Director
Raw Material FLC US$(in MM) $ 1.10 $ 2.94 Aether Speciality Chemicals Limited
Total Margin for above items ₹(in MM) ₹ 8.94 ₹ 13.10 Aman Ashwin Desai
Globe Enviro Care Limited
Income Tax Demand : Whole-time Director
Purnima Ashwin Desai (Whole Time Director)
AY 2017-18 (PY: 2016-17) ₹(in MM) ₹ 0.15 ₹ 0.22 Faiz Arif Nagariya
Aether Foundation
AY 2018-19 (PY: 2017-18) ₹(in MM) ₹ 0.94 ₹ 0.93 Chief Financial Officer
Aether Speciality Chemicals Limited
AY 2020-21 (PY: 2019-20) ₹(in MM) ₹ 1.00 ₹ 19.82
Chitrarth Rajan Parghi
Rohan Ashwin Desai (Whole Time Director)
• All the Contingent Liabilities, except Income Tax Demands, listed above, which are outstanding as on current Balance Sheet date are not 100% secured through cash Company Secretary & Compliance Officer
margins placed with the banks. Company is enjoying Bank Guarantee and LC Limit facilities from the banks, which require 15% Margin Money on Bank Guarantees Aether Foundation
and 15% Margin Money on LC Facilities. Aether Speciality Chemicals Limited 4. Relative of Key Management Personnel
• The Income Tax Demands are under appeal by the Company and the outcome of the same is not known and hence the demand amount has been considered as
contingent liability. Payal Rohan Desai
Aman Ashvin Desai (Whole Time Director)
Spouse of Rohan Ashwin Desai
Aether Speciality Chemicals Limited
39. Disclosures required under Section 22 of the MSME Development Act, 2006 Kamalvijay Ramchandra Tulsian (Director)
Kamalvijay Ramchandra HUF
HUF of Director - Kamalvijay Ramchandra Tulsian
J R Dyeing and Printing Mills Ltd.
Particulars As at March 31, As at March 31,
Gujarat Enviro-Protection and Infrastructure Pvt. Ltd. Pramilaben Kamalvijay Tulsian
2023 2022
Navbharat Silk Mills Pvt. Ltd. Spouse of Kamalvijay Tulsian
Principal amount remaining unpaid to any supplier as at the end of the period/year - -
Pandesara Infrastructure Ltd.
Trade Payables 191.09 211.19 5. Other Directors on Board
Surat Mega Textiles Processing Park Association
Capital creditors - - Amol Arvindrao Kulkarni
Interest due thereon remaining unpaid to any supplier as at the end of the period/year - - Jeevanlal Nagori (Director) Independent Director
Trade Payables - - Tonira Pharma Ltd. Arun Kanodiya
Capital creditors - - Avik Pharmaceuticals Ltd. Independent Director
The amount of interest paid by the buyer in terms of section 16 of the Micro, Small and Medium - - Ajanma Holdings Pvt. Ltd. Ishita Manjrekar
Enterprises Development Act 2006 Non-Executive Director
IPCA Traditional Remedies Pvt. Ltd.
The amount of payment made to Micro and Small supplier beyond the appointed day during - - Transrail Lighting Ltd. Jeevanlal Nagori
each accounting year. Kajorimal Basantilal Nagori Charitable Trust Independent Director
The amount of interest accrued and remaining unpaid at the end of the accounting year. - - Jitendra Popatlal Vakharia
Ishita Surendra Manjrekar (Director)
- - Independent Director
The amount of interest due and payable for period of delay in making payment (which have Sunanda Speciality Coatings Pvt. Ltd.
been paid but beyond the appointed day during the year) but without adding the interest Kamalvijay Ramchandra Tulsian
Sunworks Chemicals Pvt. Ltd.
specified under MSMED Act 2006. Chairperson Non-Executive Director
Sunanda Global Outreach Foundation
The amount of interest accrued and remaining unpaid at the end of the accounting year. - - Leja Satish Hattiangadi
Sunanda Smile Foundation
The amount of further interest remaining due and payable even in the succeeding year, until - - Independent Director
such date when the interest dues as above are actually paid to the small enterprises for the Rajkumar Mangilal Borana
purpose of disallowance as a deductible expenditure under section 23 of the MSMED Act, Independent Director
2006.
Dues to Micro and Small Enterprises have been determined to the extent such parties have been identified on the basis of information collected by the Management.
This has been relied upon by the auditors.
367 —— Consolidated Financial Statements Aether Industries Limited 368 —— Consolidated Financial Statements Aether Industries Limited
D. Disclosure in respect of transactions which are more than 10% of the total As at March 31, 2023 As at March 31, 2022
B. Related party transactions For the year ended For the year ended
transactions of the same type with related parties during the year
March 31, 2023 March 31, 2022
Nature of Transaction Promoters Companies Other Total Promoters Companies Other Total Managerial Remuneration
and Controlled Directors and Controlled Directors Ashwin Desai ₹ 13.65 ₹ 13.00
their by Directors / on Board their by Directors / on Board Purnima Desai ₹ 13.65 ₹ 13.00
relatives Relatives relatives Relatives
Rohan Desai ₹ 19.47 ₹ 13.00
Rent Paid ₹ 6.00 - - ₹ 6.00 ₹ 9.60 - - ₹ 9.60
Aman Desai ₹ 20.48 ₹ 19.50
Interest Paid - - - - - - - -
Total ₹ 67.25 ₹ 58.50
Loan accepted -₹ 149.20 - - -₹ 149.20 ₹ 23.50 - - ₹ 23.50
Transactions with Companies Controlled by Directors / Relatives
Managerial Remuneration ₹ 67.25 - - ₹ 67.25 ₹ 58.50 - - ₹ 58.50 Sunanda Speciality Coatings Pvt. Ltd. (Consumables) ₹ 0.06 ₹ 0.08
Purchase of Consumables - ₹ 0.06 - ₹ 0.06 - ₹ 0.08 - ₹ 0.08 Sunanda Speciality Coatings Pvt. Ltd. (Material for Building & Structure) ₹ 14.81 ₹ 9.88
Purchase of Material for - ₹ 14.81 - ₹ 14.81 - ₹ 9.88 - ₹ 9.88 Globe Enviro Care Limited (ETP Expenses) ₹ 47.23 ₹ 49.01
Building & Structure
Aether Foundation (CSR Expenses) ₹ 2.10 ₹ 7.85
ETP Expenses - ₹ 47.23 - ₹ 47.23 - ₹ 49.01 - ₹ 49.01
KBN Charitable Trust (CSR Expenses) ₹ 0.60 -
CSR Activities - ₹ 2.10 - ₹ 2.10 - ₹ 7.85 - ₹ 7.85
Total ₹ 64.80 ₹ 66.81
Salary ₹ 5.41 - - ₹ 5.41 ₹ 10.52 - - ₹ 10.52
Loans Accepted
Sitting Fee - - ₹ 3.04 ₹ 3.04 - - ₹ 2.52 ₹ 2.52 Ashwin Jayantilal Desai -₹ 35.02 ₹ 14.50
Investment - ₹ 0.50 - ₹ 0.50 - - - - Purnima Ashwin Desai -₹ 11.11 -
Charitable Purpose - - ₹ 0.60 ₹ 0.60 - - - - Rohan Ashwin Desai -₹ 59.18 ₹ 3.90
Total -₹ 70.54 ₹ 64.70 ₹ 3.64 -₹ 2.21 ₹ 102.12 ₹ 66.81 ₹ 2.52 ₹ 171.45 Aman Ashwin Desai -₹ 12.91 ₹ 3.50
Aman Ashwin Desai (HUF) - -₹ 26.29
C. Balances outstanding at the end of the period / year As at March 31, 2023 As at March 31, 2022 Payal Rohan Desai -₹ 4.70 ₹ 1.60
Rent payable ₹ 0.58 ₹ 1.27 Ishita Manjrekar -₹ 26.29 ₹ 26.29
Interest payable - - Total -₹ 149.20 ₹ 23.50
Salary Paid
Managerial remuneration payable ₹ 2.91 ₹ 2.36
Payal Rohan Desai - ₹ 6.50
Unsecured loans received - ₹ 149.20
Faiz Arif Nagariya ₹ 4.63 ₹ 3.45
Salary Payable ₹ 0.25 ₹ 0.31
Chitrarth Rajan Parghi ₹ 0.78 ₹ 0.57
Total ₹ 5.41 ₹ 10.52
During the above periods, the Company did not enter into any material transactions (as defined in the Company’s policy on related party transactions) with related parties.
Sitting Fee to Director
All other transactions of the Company with the related parties were in the ordinary course of business and at an arm’s length.
Amol Arvindrao Kulkarni ₹ 0.40 ₹ 0.20
Arun Kanodiya ₹ 0.60 ₹ 0.65
D. Disclosure in respect of transactions which are more than 10% of the total As at March 31, 2023 As at March 31, 2022 ₹ 0.32 ₹ 0.38
Ishita Manjrekar
transactions of the same type with related parties during the year
Jeevanlal Nagori ₹ 0.43 ₹ 0.27
Rent Paid Jitendra Popatlal Vakharia ₹ 0.25 ₹ 0.15
Purnima Desai - - Kamalvijay Ramchandra Tulsian ₹ 0.53 ₹ 0.48
Payal Desai ₹ 1.20 ₹ 1.80 ₹ 0.32 ₹ 0.25
Leja Satish Hattiangadi
Ashwin Desai - ₹ 1.80 ₹ 0.22 ₹ 0.15
Rajkumar Mangilal Borana
Rohan Desai - ₹ 1.20 Total ₹ 3.04 ₹ 2.52
Kamalvijay Ramchandra HUF ₹ 2.40 ₹ 2.40 Investment
Pramilaben Kamalvijay Tulsian ₹ 2.40 ₹ 2.40 Aether Speciality Chemicals Limited 0.50 -
Total ₹ 6.00 ₹ 9.60 Total ₹ 0.50 -
369 —— Consolidated Financial Statements Aether Industries Limited 370 —— Consolidated Financial Statements Aether Industries Limited
Particulars For the year ended March 31, 2023 For the year ended March 31, 2022
41. Section 35 (2AB) of Income Tax Act, 1961 Disclosure Computer Software ₹ 0.07 ₹ 0.22
Particulars For the year ended March 31, 2023 For the year ended March 31, 2022 CWIP ₹ 3.34 ₹ 155.61
Salary, Wages & PF
Total Capital Expenditure (B) ₹ 343.64 ₹ 287.34
Salary Expense ₹ 54.53 ₹ 34.04
Total Expenditure (A) + (B) ₹ 501.39 ₹ 392.60
Overtime Wages ₹ 1.60 ₹ 1.57
Employer's Contribution to PF ₹ 1.05 ₹ 1.78
Employee Medical Insurance Expenses
Employer's Contribution to ESI ₹ 0.21 ₹ 0.49
Leave Encashment Expenses
Leave Encashment Expenses ₹ 1.00 ₹ 0.76 42. Financial risk management
Other Employee Related Expenses The Company’s board of directors has overall responsibility The Company’s exposure to credit risk is influenced mainly by
Bonus ₹ 6.04 ₹ 4.86 for the establishment and oversight of the Company’s risk the individual characteristics of each customer However,
Managerial Remuneration management framework. The board of directors is management also considers the factors that may influence
responsible for developing and monitoring the Company’s risk the credit risk of its customer base, including the default risk
Salaries to Directors ₹ 5.99 ₹ 6.00
management policies. The board regularly meets to decide its associated with the industry and country in which customers
Bonus to Directors ₹ 0.50 ₹ 0.68 operate.
risk management activities.
Consumption of Material
R&D Material ₹ 24.59 ₹ 12.54 The Company's risk management policies are established to Credit risk is managed through credit approvals, establishing
Power & Fuel identify and analyse the risks faced by the Company, to set credit limits and continuously monitoring the creditworthiness
appropriate risk limits and controls to monitor risks and of customers to which the Company grants credit terms in the
Diesel Expenses ₹ 18.44 ₹ 10.09
adherence to limits. Risk management policies and systems normal course of business.
Repairs & Maintenance
are reviewed regularly to reflect changes in market conditions
Plant & Machinery ₹ 1.69 ₹ 2.07 and the Company’s activities. The Company, through its On account of adoption of Ind AS 109, the Company uses
Buildings ₹ 0.57 ₹ 1.34 training and management standards and procedures, aims to expected credit loss model to assess impairment loss or gain.
Others ₹ 0.47 ₹ 1.15 maintain a disciplined and constructive control environment in The Company uses a matrix to compute the expected credit
which all employees understand their roles and obligations. loss allowance for trade receivables. The provision matrix
Electricity Expenses
takes into account available external and internal credit risk
Electricity Expenses ₹ 29.89 ₹ 18.82 factors and Company's historical experience for customers.
The Company’s management monitors compliance with the
Vehicle Running Expenses Company’s risk management policies and procedures, and
Petrol & Other Expenses ₹ 0.68 ₹ 0.49 reviews the adequacy of the risk management framework in • The company has not made any provision on expected credit
Vehicle Repairing Expenses ₹ 0.21 ₹ 0.16 relation to the risks faced by the Company. The Board is also loss on trade receivables and other financials assets, based
assisted by internal audit. Internal audit undertakes both on the management estimates.
Vehicle Hiring Charges ₹ 0.60 ₹ 2.10
regular and adhoc reviews of risk management controls and
Rent, Rates & Taxes • Credit risk on cash and cash equivalents is limited as the
procedures, the results of which are reported to the Board of
Rent ₹ 7.42 ₹ 4.80 Directors. Company generally invests in deposits with banks and
Other Administrative & General Expenses financial institutions with high credit ratings assigned by
The Company has exposure to the following risks arising from domestic credit rating agencies.
Security Expenses ₹ 2.29 ₹ 1.51
Total Revenue Expenditure (A) ₹ 157.75 ₹ 105.27 financial instruments:
• credit risk - see note (a) below B. Liquidity risk
Capital Expenditure Liquidity risk is the risk that the Company will encounter
• liquidity risk - see note (b) below
Buildings ₹ 50.00 ₹ 29.87 • market risk - see note (c) below difficulty in meeting the obligations associated with its
Computers ₹ 4.64 ₹ 1.19 financial liabilities that are settled by delivering cash or
Factory Equipment (Electric) ₹ 33.64 ₹ 7.19 A. Credit risk another financial asset. The Company’s approach to
Credit risk is the risk of financial loss to the Company if a managing liquidity is to ensure, that it will have sufficient
Furniture & Fixtures ₹ 8.35 ₹ 0.08
customer or counter-party to a financial instrument fails to liquidity to meet its liabilities when they are due, under both
Other Equipment (Lab) ₹ 44.87 ₹ 3.97 normal and stressed conditions, without incurring
meet its contractual obligations, and arises principally from
Office Equipment ₹ 9.98 ₹ 1.05 unacceptable losses or risking damage to the Company’s
the Company's receivables from customers.
Plant & Machinery ₹ 188.75 ₹ 88.16 reputation.
371 —— Consolidated Financial Statements Aether Industries Limited 372 —— Consolidated Financial Statements Aether Industries Limited
The Company's treasury department within the Finance Department is responsible for liquidity and funding. In addition policies and Following is the Company's exposure to financial liabilities based on the contractual maturity as at reporting date.
procedures relating to such risks are overseen by the management.
As at March 31, 2023 As at March 31, 2022
The company's principal sources of liquidity are cash and cash equivalents and the cash flow that is generated from the operations.
Financial assets Foreign currency Equivalent Foreign currency Equivalent
amount in rupees amount in rupees
Nature of Transaction Carrying value Less than 1 year More than 1 year Total Notes: Amounts seen as (0.00) are below the disclosure threshold of the Company.
373 —— Consolidated Financial Statements Aether Industries Limited 374 —— Consolidated Financial Statements Aether Industries Limited
2. Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in
market interest rates. The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s 44.Fair value measurements
debt obligations with floating interest rates. The Company manages its interest rates by selection of appropriate type of borrowings a. Categories of financial instruments As at March 31, 2023
and by negotiation with the bankers.
Fair Values
The exposure of the borrowings (long term and short term ) to interest rate changes at the end of the reporting period are as follows: Category Carrying amount FVTPL FVTPL FVTOCI Amortised Cost
Level 1 Level 3 Level 3 Level 2
Particulars As at March 31, 2023 As at March 31, 2022 Financial assets
Variable rate borrowings - ₹ 2,399.52 Trade receivables ₹ 2,589.82 - - - ₹ 2,589.82
Cash and cash equivalents ₹ 709.08 - - - ₹ 709.08
Fixed rate borrowings ₹ 1.06 ₹ 151.22
Total borrowings ₹ 1.06 ₹ 2,550.76 Other bank balances ₹ 313.81 - - - ₹ 313.81
Investment in mutual funds - Quoted ₹ 10.01 ₹ 10.01 - - -
Investments in equity shares - Unquoted ₹ 2.10 - - ₹ 2.10 -
Sensitivity analysis Impact on profit/equity (1% weakening)
Loans ₹ 11.38 - - - ₹ 11.38
Particulars March 31, 2023 March 31, 2022 Other financial assets ₹ 30.29 - - - ₹ 30.29
Increase by 50 basis points - -₹ 12.00 Total financial assets ₹ 3,666.49 ₹ 10.01 - ₹ 2.10 ₹ 3,654.38
Decrease by 50 basis points - ₹ 12.00 Financial liabilities
Borrowings ₹ 1.06 - - - ₹ 1.06
Trade payables ₹ 815.18 - - - ₹ 815.18
Other financial liabilities ₹ 253.01 - - - ₹ 253.01
43. Capital management Total financial liabilities ₹ 1,069.26 - - - ₹ 1,069.26
The Company's capital comprises equity share capital, surplus in the statement of profit and loss and other equity attributable to a. Categories of financial instruments As at March 31, 2022
equity holders.
Fair Values
- The Company's objectives when managing capital are to : Category Carrying amount FVTPL FVTPL FVTOCI Amortised Cost
- safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for Level 1 Level 3 Level 3 Level 2
other stakeholders, and Financial assets
- maintain an optimal capital structure to reduce the cost of capital.
Trade receivables ₹ 1,634.80 - - - ₹ 1,634.80
The Company monitors capital using debt-equity ratio, which is net debt divided by total equity. These ratios are illustrated below : Cash and cash equivalents ₹ 33.39 - - - ₹ 33.39
Other bank balances ₹ 146.77 - - - ₹ 146.77
Particulars As at March 31, 2023 As at March 31, 2022 Investment in mutual funds - Quoted ₹ 170.11 ₹ 170.11 - - -
Total liabilities ₹ 1,353.10 ₹ 3,829.37 Investments in equity shares - Unquoted ₹ 2.09 - - ₹ 2.09 -
Less: cash and cash ₹ 1,022.89 ₹ 180.16 Loans ₹ 8.36 - - - ₹ 8.36
equivalents and bank balances Other financial assets ₹ 25.90 - - - ₹ 25.90
Net debt ₹ 330.20 ₹ 3,649.21 Total financial assets ₹ 2,021.42 ₹ 170.11 - ₹ 2.09 ₹ 1,849.22
Total equity ₹ 12,446.06 ₹ 3.868.89 Financial liabilities
Debt-equity ratio 0.03 0.94 Borrowings ₹ 2,850.75 - - - ₹ 2,850.75
Trade payables ₹ 698.54 - - - ₹ 698.54
Other financial liabilities ₹ 120.00 - - - ₹ 120.00
Total financial liabilities ₹ 3,669.29 - - - ₹ 3,669.29
375 —— Consolidated Financial Statements Aether Industries Limited 376 —— Consolidated Financial Statements Aether Industries Limited
b. Fair value hierarchy Changes in the fair value of plan assets are as follows
As per Ind AS 107 "Financial Instrument: Disclosure", fair value disclosures are not required when the carrying amounts reasonably
approximate the fair value. As illustrated above, all financial instruments of the company which are carried at amortized cost
approximates the fair value (except for which the fair values are mentioned). Investments in Mutual Funds which are designated at Particulars As at March 31, 2023 As at March 31, 2022
FVTPL & investment in shares which are classified as FVTOCI are at fair value. Fair value of plan assets at the beginning of the period / year ₹ 27.46 ₹ 19.18
Interest income ₹ 1.99 ₹ 1.31
45. Details of employee benefits as required by Ind-AS 19 - "Employee benefits are as under" Contributions ₹ 8.55 ₹ 7.65
Mortality charges and taxes - -
I. Defined contribution plan - Provident fund and other funds Benefits paid -₹ 1.20 -₹ 0.67
II. The company has recognised following amounts in the profit & loss account for the year/ period: Return on plan assets, excluding amount recognized in -₹ 0.55 -
Interest Income - Gain / (Loss)
Fair value of Plan assets at end of the period / year ₹ 36.24 ₹ 27.46
Particulars For the year ended For the year ended
March 31, 2023 March 31, 2022
Provident fund
Employer's Contribution ₹ 12.72 ₹ 10.30 Net interest cost for current period
Administration charges ₹ 0.55 ₹ 0.46
Employer's Contribution to ESI (Employee State Insurance) ₹ 2.68 ₹ 2.37 Particulars As at March 31, 2023 As at March 31, 2022
Total ₹ 15.95 ₹ 13.12
Present Value of Benefit Obligation at the Beginning of the Period ₹ 25.12 ₹ 17.43
Fair Value of Plan Assets at the Beginning of the Period -₹ 27.46 -₹ 19.18
I. Defined benefit plan
I. The defined benefit plan comprises gratuity, which is funded. Net Liability/(Asset) at the Beginning -₹ 2.34 -₹ 1.75
II. Actuarial gains and losses in respect of defined benefit plans are recognised in the Other Comprehensive Income (OCI). Interest Cost ₹ 1.82 ₹ 1.19
Interest Income -₹ 1.99 -₹ 1.31
IV. The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Net interest cost for current period -₹ 0.17 -₹ 0.12
V. These defined benefit plans expose the Company to actuarial risks, such as longevity risk and interest rate risk.
VII. The following tables summarise the components of net benefit expense recognised in the statement of profit and loss, the funded Net employee benefit expense on account of gratuity recognised in employee benefit expenses
status and amounts recognised in balance sheet for the plan.
Particulars As at March 31, 2023 As at March 31, 2022
IX. Changes in the present value of the defined benefit obligation are as follows:
Current service cost ₹ 6.48 ₹ 5.20
Particulars As at March 31, 2023 As at March 31, 2022 Net interest (Income)/ Expense -₹ 0.17 -₹ 0.12
Present Value of Benefit Obligation at the Beginning of ₹ 25.12 ₹ 17.43 Net benefit expense ₹ 6.31 ₹ 5.08
the Period
Interest cost ₹ 1.82 ₹ 1.19
Amount recognised in the statement of other comprehensive income
Current service cost ₹ 6.48 ₹ 5.20
Benefits paid -₹ 1.20 -₹ 0.67
Particulars As at March 31, 2023 As at March 31, 2022
Actuarial (Gains)/Losses on Obligations
Due to Change in Demographic Assumptions - ₹ 0.01 Re-measurement for the year - obligation (gain) / loss ₹ 1.12 ₹ 1.98
Due to Change in Financial Assumptions -₹ 1.12 -₹ 1.53 Re-measurement for the year - plan assets (gain) / loss ₹ 0.55 -
Due to Experience ₹ 2.24 ₹ 3.50 Total re-measurements cost / (credit) for the period / year recognised in other
₹ 1.67 ₹ 1.98
comprehensive income
Present Value of Obligation at the end of the period / year ₹ 33.33 ₹ 25.12
377 —— Consolidated Financial Statements Aether Industries Limited 378 —— Consolidated Financial Statements Aether Industries Limited
Net Defined Benefit Liability/(Asset) for the period / year Expected future benefit payments.
The following benefit payments, for each of the next five years and the aggregate five years thereafter, are expected to be paid
Particulars As at March 31, 2023 As at March 31, 2022
Defined Benefit Obligation ₹ 33.33 ₹ 25.12 Duration of defined benefit payments March 31, 2023 March 31, 2022
Fair value of plan assets ₹ 36.24 ₹ 27.46 1st Following Year ₹ 1.23 ₹ 0.90
Closing net defined benefit liability/(asset) -₹ 2.91 -₹ 2.34 2nd Following Year ₹ 1.39 ₹ 1.00
3rd Following Year ₹ 1.57 ₹ 1.16
4th Following Year ₹ 1.75 ₹ 1.23
Particulars As at March 31, 2023 As at March 31, 2022 ₹ 1.84 ₹ 1.35
5th Following Year
Current -₹ 2.91 -₹ 2.34 Sum of Years 6 to 10 ₹ 10.24 ₹ 7.35
Non-Current - - Sum of Years 11 and above ₹ 100.33 ₹ 75.50
The principal assumptions used in determining gratuity obligations for the Company’s plan are shown below 46. Stock options scheme
Aether Industries Limited - Employee Stock Option Scheme - 2021 (AIL ESOS 2021):
Assumptions As at March 31, 2023 As at March 31, 2022
Mortality table Indian Assured Lives Indian Assured Lives The Company has instituted equity-settled Employee Stock Option Scheme - 2021 duly approved by the shareholders in the extra-
Mortality 2012-14( Urban) Mortality (2006-08) Ultimate ordinary general meeting of the Company held on 18 November 2021. The Company introduced the AIL ESOS 2021 primarily with a
Discount rate 7.50% 6.82% view to attract, retain and incentivise the existing and new employees of the Company and motivate them to contribute to the growth
Rate of increase in compensation levels 8.00% 8.00% and profitability of the Company. The shareholders by way of special resolution have authorised the Nomination and Remuneration
Committee to grant options not exceeding 11,00,000 to the eligible employees under the AIL ESOS 2021, in one or more tranches, with
Expected rate of return on plan assets 7.50% 6.82%
each such option conferring a right upon the Eligible employee to apply for one share of the Company.
Withdrawal rate #
- Age up to 30 years 5.00% 5.00% As per AIL ESOS 2021, the Nomination and Remuneration Committee shall determine the eligibility criteria for employees to whom the
- Age 31 - 40 years 5.00% 5.00% options would be granted and shall approve the grant of options. The options granted on any date shall vest not earlier than 1 (one) year
and not later than a maximum of 7 (seven) years from the date of grant of options. Vesting of options would be subject to continued
- Age 41 - 50 years 5.00% 5.00%
employment with the Company. The exercise period shall be 7 (seven) years from the date of vesting of options. The vested options
- Age above 50 years 5.00% 5.00% can be exercised by the employee any time within the exercise period, or such other shorter period as may be prescribed by the
Nomination and Remuneration Committee from time to time and as set out in the Grant Letter.
A quantitative sensitivity analysis for significant assumption as at 31 March 2023 & 31 March 2022 is as shown below:
The scheme was modified on 27 September 2022 and the revised terms are prospectively applicable to all grants under the scheme.
The modified terms are defined as follows:
As at March 31, 2023 As at March 31, 2022 The vesting period is minimum 1 (one) year but not later than 15 (fifteen) years from the date of grant of options. Vesting of options
Assumptions Increase by Decrease by Increase by Decrease by would be subject to continued employment with the Company. The exercise period shall be 15 (fifteen) years from the date of vesting of
100 basis points 100 basis points 100 basis points 100 basis points options, subject to exceptional circumstances. The vested options can be exercised by the employee any time within the exercise
period, or such other shorter period as may be prescribed by the Nomination and Remuneration Committee from time to time and as
Delta effect of 1% change in set out in the Grant Letter.
rate of discounting -₹ 3.97 ₹ 4.85 -₹ 3.09 ₹ 3.79
rate of salary increase ₹ 4.59 -₹ 3.93 ₹ 3.64 -₹ 3.08 Under the said scheme Nomination and Remuneration Committee of the board of directors has granted following options to its eligible
rate of employee turnover employees:
-₹ 0.39 ₹ 0.42 -₹ 0.41 ₹ 0.46
379 —— Consolidated Financial Statements Aether Industries Limited 380 —— Consolidated Financial Statements Aether Industries Limited
Reconciliation of outstanding employee stock options: Weighted average remaining contractual life of the options outstanding at the
8.93 years 10.27 years
end of the period
As at March 31, 2023 As at March 31, 2022
Particulars Weighted average No. of options Weighted average No. of options Fair value of the options granted:
exercise price per exercise price per
option (₹) option (₹) The fair value of the options granted is mentioned below as per vesting period. The fair value of the options is determined using Black-
Scholes-Merton model which takes into account the exercise price, the term of the option (time to maturity), the share price as at the
Opening Balance ₹ 321.00 0 - 0 grant date and expected price volatility (standard deviation) of the underlying share, the expected dividend yield and risk-free interest
Granted during the year ₹ 335.27 40,564 ₹ 321.00 1,81,122 rate for the term of the option.
Exercised during the year ₹ 321.00 28,048 - 0 Fair value and assumptions for the equity-settled grant made on 20 November 2022
Forfeited / Lapsed during the year ₹ 321.00 13,199 ₹ 321.00 6,291
Closing Balance ₹ 324.32 ₹ 321.00 i. Tranche I
1,74,148 1,74,148
Options exercisable at the end of the period - - - - Grant: AIL ESOS 2021 (modified) Vesting Date
Weighted average share price on the date of exercise is ₹ 985.35 (Previous Year: NA*) Grant Date: 20 November 2022 November 20, 2023 November 20, 2024 November 20, 2025
*Weighted average exercise price of shares is required to be disclosed, where share options are exercised during the period. As no options were exercised in the
previous period, information is not disclosed. Input variables
Stock Price per Share (₹) ₹ 985.35 ₹ 985.35 ₹ 985.35
Stock options outstanding at the end of the period have the following remaining contractual life: Standard Deviation (Volatility) 44.39% 45.90% 44.84%
Risk-free Rate 7.03% 7.12% 7.16%
Grant date Expiry date Exercise price (₹) Options outstanding as at Options outstanding as at
Exercise Price (₹) ₹ 321.00 ₹ 321.00 ₹ 321.00
March 31, 2023 March 31, 2022
Time to Maturity (in Years) 2.50 3.50 4.50
November 20, 2021 November 29, 2029 ₹ 321.00 - 29,447
Dividend Yield 0.00% 0.00% 0.00%
November 20, 2021 November 29, 2030 ₹ 321.00 27,256 29,520
Output
November 20, 2021 November 29, 2031 ₹ 321.00 27,182 29,446 ₹ 720.47 ₹ 744.50 ₹ 764.60
Fair Value of Options (₹)
November 20, 2021 November 29, 2032 ₹ 321.00 24,715 26,977
November 20, 2021 November 29, 2033 ₹ 321.00 21,147 23,094 ii. Tranche II
November 20, 2021 November 29, 2034 ₹ 321.00 19,968 21,808
Grant: AIL ESOS 2021 (modified) Vesting Date
November 20, 2021 November 29, 2035 ₹ 321.00 13,316 14,539
Grant Date: 20 November 2022 November 20, 2023 November 20, 2024 November 20, 2025 November 20, 2026
November 20, 2022 November 29, 2026 ₹ 321.00 4,153 -
Input variables
November 20, 2022 November 29, 2027 ₹ 321.00 4,153 -
Stock Price per Share (₹) ₹ 985.35 ₹ 985.35 ₹ 985.35 ₹ 985.35
November 20, 2022 November 29, 2028 ₹ 321.00 4,155 -
Standard Deviation (Volatility) 46.81% 44.37% 44.20% 42.66%
November 20, 2022 November 29, 2027 ₹ 321.00 6,230 -
Risk-free Rate 7.08% 7.12% 7.18% 7.31%
November 20, 2022 November 29, 2028 ₹ 321.00 6,230 -
Exercise Price (₹) ₹ 321.00 ₹ 321.00 ₹ 321.00 ₹ 321.00
November 20, 2022 November 29, 2029 ₹ 321.00 6,230 - Time to Maturity (in Years) 3.00 4.00 5.00 6.00
November 20, 2022 November 29, 2030 ₹ 321.00 6,232 - Dividend Yield 0.00% 0.00% 0.00% 0.00%
November 20, 2022 November 29, 2031 ₹ 503.00 477 - Output
November 20, 2022 November 29, 2032 ₹ 503.00 477 - Fair Value of Options (₹) ₹ 733.86 ₹ 753.56 ₹ 773.65 ₹ 791.09
November 20, 2022 November 29, 2033 ₹ 503.00 477 -
November 20, 2022 November 29, 2034 ₹ 503.00 477 -
November 20, 2022 November 29, 2035 ₹ 503.00 477 -
November 20, 2022 November 29, 2036 ₹ 503.00 477 -
November 20, 2022 November 29, 2037 ₹ 503.00 319 -
Total 1,74,148 1,74,831
381 —— Consolidated Financial Statements Aether Industries Limited 382 —— Consolidated Financial Statements Aether Industries Limited
iii. Tranche III 47. Revenue from contracts with customers
Grant: AIL ESOS 2021 (modified) Vesting Date
a. Reconciliation of revenue recognised with the contracted For the year ended For the year ended
Grant Date: 20 November 2022 November November November November November November November price is as follows March 31, 2023 March 31, 2022
20, 2024 20, 2025 20, 2026 20, 2027 20, 2028 20, 2029 20, 2030
Gross Sales (Contracted Price) ₹ 6,510.74 ₹ 5,902.73
Input variables
Reductions towards variable consideration (Discount & Delayed Delivery Charges) - -₹ 2.26
Stock Price per Share (₹) ₹ 985.35 ₹ 985.35 ₹ 985.35 ₹ 985.35 ₹ 985.35 ₹ 985.35 ₹ 985.35
Revenue recognised ₹ 6,510.74 ₹ 5,900.47
Standard Deviation (Volatility) 43.46% 42.33% 42.68% 42.17% 42.45% 42.42% 43.11%
Risk-free Rate 7.26% 7.34% 7.35% 7.35% 7.33% 7.36% 7.38% The Company derives its revenue from contracts with customers for the transfer of goods and services at a point in time and over the period in the following major
Exercise Price (₹) ₹ 503.00 ₹ 503.00 ₹ 503.00 ₹ 503.00 ₹ 503.00 ₹ 503.00 ₹ 503.00 product lines. The disclosure of revenue by product line is consistent with the revenue information that is disclosed for each reportable segment under Ind AS 108.
Time to Maturity (in Years) 5.50 6.50 7.50 8.50 9.50 10.50 11.50
Dividend Yield 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% b. External revenue by Product Line For the year ended For the year ended
Output March 31, 2023 March 31, 2022
Fair Value of Options (₹) ₹ 688.80 ₹ 713.27 ₹ 738.17 ₹ 758.11 ₹ 777.93 ₹ 795.74 ₹ 813.86 3-Methoxy-2-Methyllenzoyl Chloride (MMBC) ₹ 976.42 ₹ 588.49
4-(2-Methoxyethyl) Phenol (4MEP) ₹ 926.88 ₹ 1,650.33
Fair value and assumptions for the equity-settled grant made on 20 November 2021 Bifenthrin Alcohol (BFA) ₹ 925.45 ₹ 623.15
Grant: AIL ESOS 2021 Vesting Date Thiophene-2-Ethanol (T2E) ₹ 498.47 ₹ 668.10
Grant Date: 20 November 2021 November November November November November November November 2-Methoxy-6-Chlorotoluene (MCT) ₹ 331.91 ₹ 190.75
20, 2022 20, 2023 20, 2024 20, 2025 20, 2026 20, 2027 20, 2028 1-[2-(2-Hydroxyethoxy)Ethyl]Piperazine (HEEP) ₹ 288.30 ₹ 225.03
Input variables 1-Deoxy-1-(Octylamino)-D-Glucitol (NODG) ₹ 221.38 ₹ 219.18
Stock Price per Share (₹) ₹ 411.81 ₹ 411.81 ₹ 411.81 ₹ 411.81 ₹ 411.81 ₹ 411.81 ₹ 411.81 Delta - Valerolactone (DVL) ₹ 218.35 ₹ 195.31
Standard Deviation (Volatility) 41.64% 40.62% 41.21% 40.77% 41.31% 41.35% 41.89% 4'-Methyl-2-Cyanobiphenyl (OTBN) ₹ 30.04 ₹ 243.51
Risk-free Rate 5.72% 5.96% 6.19% 6.29% 6.36% 6.37% 6.48% Other Products ₹ 1,276.16 ₹ 817.56
Exercise Price (₹) ₹ 321.00 ₹ 321.00 ₹ 321.00 ₹ 321.00 ₹ 321.00 ₹ 321.00 ₹ 321.00 Revenue from products (Recognised at point in time) (A) ₹ 5,693.36 ₹ 5,421.42
Time to Maturity (in Years) 4.50 5.50 6.50 7.50 8.50 9.50 10.50 Service name
Dividend Yield 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% CRAMS ₹ 817.38 ₹ 479.05
Output Revenue from services (Recognised over the period) (B) ₹ 817.38 ₹ 479.05
Fair Value of Options (₹) ₹ 210.91 ₹ 226.79 ₹ 244.51 ₹ 257.65 ₹ 271.43 ₹ 282.50 ₹ 294.59 Grand Total (A) + (B) ₹ 6,510.74 ₹ 5,900.47
383 —— Consolidated Financial Statements Aether Industries Limited 384 —— Consolidated Financial Statements Aether Industries Limited
d. Revenue by Geographies / Regions For the year ended For the year ended e. Amounts recognised in the statement of cash flow
March 31, 2023 March 31, 2022 Particulars As at March 31, 2023 As at March 31, 2022
India (including Deemed Exports) ₹ 3,590.36 ₹ 3,116.22 Total cash outflow for leases ₹ 11.03 ₹ 10.01
India (SEZ) ₹ 281.07 ₹ 351.72
Italy ₹ 976.57 ₹ 533.57 f. Maturity analysis – contractual un-discounted cash flows
USA ₹ 519.38 ₹ 227.81
Particulars As at March 31, 2023 As at March 31, 2022
Netherlands ₹ 358.20 ₹ 142.88
Less than one year ₹ 26.59 ₹ 14.19
Germany ₹ 266.57 ₹ 377.45
One to five years ₹ 97.66 ₹ 57.75
Spain ₹ 120.00 ₹ 504.96
China ₹ 105.16 ₹ 90.17 More than five years ₹ 202.31 ₹ 5.40
Japan ₹ 67.70 ₹ 71.26 Total un-discounted lease liabilities ₹ 326.56 ₹ 77.35
Israel ₹ 59.33 ₹ 24.56
Mexico ₹ 51.42 ₹ 140.70
g. Other notes The weighted average incremental borrowing rate applied to lease liabilities as at April 1, 2018 is 9.50%.
Switzerland ₹ 41.50 ₹ 80.01 1. Operating lease payable as per previous GAAP as at transition date is considered for calculation of lease liabilities under Ind AS 116.
Belgium ₹ 8.85 ₹ 65.17
Romania ₹ 5.24 ₹ 20.50
Taiwan ₹ 0.66 ₹ 90.37 49. Operating Segment
Others - Europe ₹ 45.16 ₹ 63.15
Particulars For the year ended For the year ended
Others - Asia ₹ 13.55 - March 31, 2023 March 31, 2022
Total revenue ₹ 6,510.74 ₹ 5,900.47
Sales
India ₹ 3,871.43 ₹ 3,467.93
48. Leases Rest of the World ₹ 2,639.31 ₹ 2432.54
a. For Right- of-use assets schedule-please refer note 5 Total ₹ 6,510.74 ₹ 5,900.47
• For the year ended March 31, 2022, revenue from operations of one customer of the company represented approximately
12.10% of revenue from operations.
385 —— Consolidated Financial Statements Aether Industries Limited 386 —— Consolidated Financial Statements Aether Industries Limited
50. Corporate Social Responsibility 51. Events subsequent to March 31, 2023
None.
As per the provisions of section 135 of Companies Act 2013, the Company was required to spend ₹ 19.75 MM (March 31, 2022: ₹
12.19 MM). being 2% of average net profits made during the three immediately preceding financial years, in pursuance of its Corporate
Social Responsibility Policy on the activities specified in Schedule VII of the Act. However, the Company has spent ₹ 19.98 MM (March
31, 2022: ₹ 12.19 MM) towards Corporate Social Responsibility activities. Below are the details of the amount spent during the year : For Birju S. Shah & Associates For and behalf of Board of Directors
Chartered Accountants | ICAI Firm Reg. No.: 131554W
Aether Industries Limited CIN: L24100GJ2013PLC073434
Particulars CSR As at March 31, 2023 As at March 31, 2022 Birju S. Shah - Proprietor Ashwin Desai - Managing Director DIN: 00038386
₹ 2.10 ₹ 7.84 Membership No.: 107086 | UDIN: 23107086BGVKZM1632 Rohan Desai - Whole Time Director DIN: 00038379
1. Aether Foundation Promoting education in tribal and rural
area Place: Surat | Date: May 6, 2023 Faiz Nagariya - Chief Financial Officer PAN: ADBPN8514G
2. Ambika Education Trust, Dodipada Promoting education in rural area ₹ 1.50 - Chitrarth Parghi - Company Secretary Mem. No.: F12563
3. Kagzi Traders To celebrate Azadi ka Amrut Mahotsav ₹ 0.16 - Place: Surat | Date: May 6, 2023
- Education
4. Surat Municipal Corporation To celebrate Azadi ka Amrut Mahotsav ₹ 0.02 -
- Education
5. Rogi Kalyan Samiti New Civil Hospital Disaster management, including relief, - ₹ 0.25
rehabilitation and reconstruction
activities (CoVID-19)
6. Kajorimal Basantilal Nagori Trust Promoting education in rural area ₹ 0.60 ₹ 0.50
7. Shivam Education Trust Nursing College Building ₹ 2.50 -
8. Surat Manav Seva Sangh Disaster management, including relief, - ₹ 1.00
rehabilitation and reconstruction
activities (CoVID-19)
9. Surat Raktadan Kendra and Research Preventive health-care measure - ₹ 0.60
Centre
10. Nimar Abhyudaya Rural Promoting education, including special - ₹ 1.00
Management & Development education and employment enhancing
Association vocation skills especially among
children, women, elderly and the
differently abled and livelihood
enhancement projects
11. Vanvasi Vikas Mandal, Waghai Promoting education in tribal and rural ₹ 3.10 -
area for gilrs
12. Shree Mahavir Health and Medical New Cancer Research Project / ₹ 10.00 ₹ 1.00
Relief Society Preventive health-care measure
Total ₹ 19.98 ₹ 12.19
387 —— Consolidated Financial Statements Aether Industries Limited 388 —— Consolidated Financial Statements Aether Industries Limited
52. Ratios as per the Schedule III requirements e. Inventory Turnover Ratio = Closing Inventory divided by Cost of Material Consumed plus Changes in Inventory in to 365/366
Particulars As at March 31, 2023 As at March 31, 2022
a. Current Ratio = Current Assets divided by Current Liabilities
Cost of materials consumed ₹ 3,173.39 ₹ 2,880.33
Particulars As at March 31, 2023 As at March 31, 2022
Closing Inventory ₹ 2,487.66 ₹ 1,627.44
Current Assets ₹ 6,751.75 ₹ 4,097.90 Inventory Turnover Ratio (Days) 286 206
Current Liabilities ₹ 940.02 ₹ 2,421.75 % Change from previous period / year 38.74%
b. Debt Equity ratio = Total debt divided by Total equity where total debt refers to sum of current & non current borrowings Credit Sales ₹ 6,510.74 ₹ 5,900.47
Closing Trade Receivables ₹ 2,589.82 ₹ 1,634.80
Particulars As at March 31, 2023 As at March 31, 2022
Trade Receivables Ratio (Days) 145 101
Total Debt ₹ 1.06 ₹ 2,850.75 % Change from previous period / year 43.57%
Total Equity ₹ 12,446.06 ₹ 3,868.89
Debt Equity Ratio (Times) 0.00 0.74
g. Trade payables turnover ratio = Closing trade payables divided by Cost of Materials Consumed in to 365/366
% Change from previous period / year -99.99%
Particulars As at March 31, 2023 As at March 31, 2022
d. Return on Equity Ratio / Return on Investment Ratio = Net profit after tax divided by Equity i. Net profit ratio = Net profit after tax divided by Revenue from operations.
Particulars As at March 31, 2023 As at March 31, 2022 Particulars As at March 31, 2023 As at March 31, 2022
Profit for the year ₹ 1,304.15 ₹ 1,089.29 Profit for the year ₹ 1,304.15 ₹ 1,089.29
Total Equity ₹ 12,446.06 ₹ 3,868.89 Revenue from operations ₹ 6,510.74 ₹ 5,900.47
Return on Equity Ratio (%) 10.48% 28.16% Ratio (Times) 0.20 0.18
% Change from previous period / year -62.78% % Change from previous period / year 8.50%
389 —— Consolidated Financial Statements Aether Industries Limited 390 —— Consolidated Financial Statements Aether Industries Limited
j. Return on Capital employed- Pre cash (ROCE)=Earnings before interest and taxes (EBIT) divided by Capital Employed- pre f. Details of Crypto Currency or Virtual Currency
cash The Company has not traded or invested in Crypto Currency or Virtual Currency during the financial year
Particulars As at March 31, 2023 As at March 31, 2022
g. Undisclosed Income
Profit/(Loss) before tax (A) ₹ 1,744.76 ₹ 1,464.73 There is no transaction, which has not been recorded in the books of accounts, that has been surrendered or disclosed as income during
Finance Costs* (B) ₹ 50.93 ₹ 131.21 the year in tax assessments under the Income Tax Act, 1961
Other income* (C) ₹ 165.65 ₹ 69.74
h. Relationship with struck off companies
EBIT (D) = (A)+(B)-(C) ₹ 1,630.03 ₹ 1,526.20
The Company has not have any transactions with companies, which are struck off under section 248 of the Companies Act, 2013 or
Capital Employed- Pre Cash (K)=(E)+(F)+(G)-(H)-(I)-(J) ₹ 11,414.22 ₹ 6,369.36 section 560 of the Companies Act, 1956.
Total Equity (E) ₹ 12,446.06 ₹ 3,868.89
Non-Current Borrowings (F) - ₹ 1,218.13 i. Bankers of the Company
Current Borrowings (G) ₹ 1.06 ₹ 1,632.62 The Company is enjoying various credit facilities with the below mentioned banks:
i. ICICI Bank Limited
Current Investments (H) ₹ 10.01 ₹ 170.11 ii. HDFC BANK Limited
Cash and Cash equivalents (I) ₹ 709.08 ₹ 33.39 iii. State Bank of India
Bank balances other than cash and cash equivalents (J) ₹ 313.81 ₹ 146.77
Ratio (D)/(K) (%) 14.28% 23.96%
% Change from previous period / year -40.40%
53.Other matters
a. Registration of charges or satisfaction with Registrar of Companies (ROC)
The Company had registered various charges with the ROC within the statutory time period. During the financial year, the
Company has repaid all its Term Loans and hence the collaterals have been released from the bank and accordingly the charges
registered with ROC, have been satisfied.
The Company has not advanced or loaned or invested to any other person(s), including foreign entities (Intermediaries) with the
understanding that the intermediary shall:
i. Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the
company (Ultimate Beneficiaries) or
ii. Provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries
391 —— Consolidated Financial Statements Aether Industries Limited 392 —— Consolidated Financial Statements Aether Industries Limited
Notice of Annual
General Meeting
Notice of AGM
Notice is hereby given that the Eleventh Annual General Meeting (Meeting No. AGM-2023/24) of the Aether Industries Limited will “RESOLVED FURTHER THAT the Memorandum of Association of the Company be and is hereby altered by substituting the
be held on Friday, June 16, 2023, through Video Conference / Other Audio-Video Means at 16 00 Hrs. (IST) to transact the following existing Clause V thereof by the following new Clause V:
businesses:
“The Authorised Share Capital of the Company is ₹ 1,47,50,00,000 (Rupees One Hundred Forty Seven Crore Fifty Lakh only)
divided into 14,75,00,000 (Fourteen Crore Seventy Five Lakh) Equity Shares of ₹ 10 (Rupees Ten only) each.”
Ordinary Businesses
Following Business transactions be considered as ‘Ordinary Business’
7. To auhtorise issuance of securities through permissible modes of fund-raising
1. To receive, consider and adopt the audited Standalone and Consolidated Financial Statements of the Company for the Financial To consider and, if thought fit, to pass the following Resolution as a ‘Special Resolution’
Year ended March 31, 2023, and the Report of the Board and the Auditors thereon. "RESOLVED THAT pursuant to the provisions of Sections 23, 41, 42, 62(1)(c), 71, 179 and other applicable provisions, if any, of the
2. To appoint a Director in place of Ms. Purnima Ashwin Desai (DIN: 00038399), who retires by rotation and being eligible, offers Companies Act, 2013, read with the rules framed thereunder, including the Companies (Prospectus and Allotment of Securities)
herself for re-appointment as Whole-time Director. Rules, 2014, the Companies (Share Capital and Debentures) Rules, 2014 and other rules and regulations made thereunder
3. To appoint a Director in place of Dr. Aman Ashwinbhai Desai (DIN: 00043633), who retires by rotation and being eligible, offers (including any amendment(s), statutory modification(s) and/or re-enactment(s) thereof for the time being in force), (the “Companies
himself for re-appointment as Whole-time Director. Act”), the provisions of the Memorandum of Association and the Articles of Association of the Company, all other applicable laws,
rules and regulations, including the provisions of the Securities Exchange Board of India (Issue of Capital and Disclosure
Special Businesses Requirements) Regulations, 2018, as amended (“SEBI ICDR Regulations”), Securities Exchange Board of India (Listing Obligations
Following Business transactions be considered as ‘Special Business’ and Disclosure Requirements) Regulations, 2015, as amended (the “SEBI Listing Regulations”), the Securities and Exchange Board
of India (Issue and Listing of Debt Securities) Regulations, 2008 as amended (“SEBI ILDS Regulations”), the Foreign Exchange
4. To ratify the remuneration payable to the Cost Auditor for the FY 2023-24 Management Act, 1999, (“FEMA”) including any amendment(s), statutory modification(s), variation(s) or re-enactment(s) thereof, or
To consider and, if thought fit, to pass the following Resolution as an ‘Ordinary Resolution’ the rules and regulations issued thereunder, and the circulars or notifications issued thereunder including the Master Directions on
External Commercial Borrowings, Trade Credits and Structured Obligations dated March 26, 2019, as amended from time to time
“RESOLVED THAT pursuant to the Section 148(3) of the Companies Act, 2013, read with the Companies (Audit and Auditors) and the Master Direction on Reporting under Foreign Exchange Management Act, 1999 dated January 1, 2016, as amended, the
Rules, 2014, the annual remuneration of ₹ 90,000 (Rupees Ninety Thousand only) plus applicable taxes and reimbursement of Foreign Exchange Management (Debt Instruments) Regulations, 2019, as amended (together the “ECB Guidelines”), the
out-of-pocket expenses for the Financial Year 2023-24, as recommended by the Audit Committee and approved by the Board Companies (Issue of Global Depository Receipts) Rules, 2014, the Depository Receipts Scheme, 2014, as amended (the “2014
of Directors of the Company in their Meeting held on May 6, 2023, to be paid to M/s. Ashvin Ambaliya & Associates, Cost and Scheme”), the Framework for issue of Depository Receipts dated October 10, 2019 issued by the Securities and Exchange Board of
Accountants, (Firm Registration No.: 002176) for conducting cost audit of the applicable products be and is hereby ratified and India (“SEBI”) and as amended from time to time, the Issue of Foreign Currency Convertible Bonds and Ordinary Shares (Through
confirmed.” Depository Receipt Mechanism) Scheme, 1993, as amended (the “1993 Scheme”), the extant consolidated Foreign Direct
Investment Policy issued by the Department for Promotion of Industry and Internal Trade, Ministry of Commerce, Government of
5. To consider and approve the continuous directorship of Ms. Purnima Ashwin Desai as a Whole-time Director of the Company, India, as amended and replaced from time to time and the Foreign Exchange Management (Non-debt Instruments) Rules, 2019, as
after attaining the age of 70 (seventy) years amended, the Foreign Exchange Management (Transfer or Issue of any Foreign Security) Regulations, 2004, including any
To consider and, if thought fit, to pass the following Resolution as an ‘Special Resolution’ amendments, statutory modification(s) and / or re-enactment(s) thereof, and such other applicable statutes, rules, regulations,
guidelines, notifications, circulars and clarifications issued/ to be issued thereon by the Government of India, Ministry of Finance
“RESOLVED THAT pursuant to the provisions made under the Section 196(3)(a) and other applicable provisions of the Companies (Department of Economic Affairs), Department for Promotion of Industry and Internal Trade, Ministry of Corporate Affairs (“MCA”),
Act, 2013 along with Rules applicable therein and with to the recommendation of the Nomination and Remuneration Committee and the Reserve Bank of India (“RBI”), SEBI, BSE Limited (“BSE”) and National Stock Exchange of India Limited (“NSE”, and together with
the Board, the consent of the members of the Company be and is hereby accorded to the continue the tenure of Ms. Purnima BSE, the “Stock Exchanges”) or any other stock exchange where the equity shares of face value of ₹ 10 (Rupees ten only) each
Ashwin Desai (DIN: 00038399) as the Whole-time Director of the Company upon attaining the age of 70 (seventy) years in the (“Equity Shares”) of the Company are listed (together the “Stock Exchanges”), and/ or any other relevant law/ guideline(s) and/or
current financial year.” any other regulatory/ statutory authorities under any other applicable law, from time to time (hereinafter singly or collectively referred
to as the “Appropriate Authorities”), to the extent applicable and subject to the term(s), condition(s), modification(s), consent(s),
“RESOLVED FURHER THAT the said consent shall not have any impact on the prevailing terms of his appointment for the remaining permission(s) sanction(s) and approval(s) of any of the Appropriate Authorities and guidelines and clarifications issued thereon from
tenure.” time to time and subject to such terms, conditions and modifications as may be prescribed by any of the Appropriate Authorities
while granting any such approvals, permissions, consents and sanctions, which may be agreed to by the Board of Directors of the
Company (hereinafter referred to as the “Board”, which term shall deemed to mean and include any committee(s) duly constituted/
6. To approve proposal for increase in Authorised Share Capital
to be constituted by the Board, from time to time, to exercise its powers including powers conferred by this resolution) to create,
To consider and, if thought fit, to pass the following Resolution as an ‘Ordinary Resolution’
offer, issue and allot (including with provisions for reservations on firm and/or competitive basis, or such part of issue and for such
categories of persons as may be permitted) such number of Securities (as defined hereinafter), by way of an offer document/
“RESOLVED THAT pursuant to the provisions of Section 13, 61, 64 and other applicable provisions of the Companies Act, read with
prospectus or such other document, in India or abroad, such number of Equity Shares of the face value of ₹ 10 (Rupees ten only)
applicable Rules therein, along with the Article of Association of the Company; the consent of the Members of the Company be and
each and aggregating up to ₹ 7,500 Million (Rupees Seven Thousand Five Hundred Million only) (inclusive of premium amount, if
is hereby accorded to increase the Authorised Equity Share Capital of the Company from ₹ 1,40,00,00,000 (140.00 Million Equity
any), whether at a discount (subject to Section 53 of the Companies Act, 2013) or premium to the market price, from time to time in
Shares) to ₹ 1,47,50,00,000 (147.50 Million Equity Shares) of ₹ 10 each ranking pari-passu with the existing Equity Shares of the
one or more tranches, including but not limited to one or more of the existing shareholders/members, employees of the Company,
Company.”
qualified institutional buyers within the meaning prescribed under SEBI ICDR Regulations (“QIBs”) pursuant to a qualified institutions
placement (“QIP”), through a placement document and at such price and such terms and conditions as may be determined in
accordance with the relevant provisions of SEBI ICDR Regulations or such other entities, authorities or any other category of
investors who are authorized to subscribe to the equity shares of the Company as per the extant regulations/guidelines, as deemed
395 —— Notice of the Annual General Meeting Aether Industries Limited 396 —— Notice of the Annual General Meeting Aether Industries Limited
:
appropriate by the Board, and/or any securities convertible or exchangeable into such number of Equity Shares, including but not 3. the QIP shall be made at such price not less than the price determined in accordance with the pricing formula provided under the
limited to convertible debentures and/or preference shares (compulsory and/or optionally, fully and/or partly) and/or warrants with SEBI ICDR Regulations (“QIP Floor Price”), and the price determined for a QIP shall be subject to appropriate adjustments in
or without non-convertible debentures with the rights exercisable by the warrant holders to exchange such warrants with Equity accordance with the provisions of the SEBI ICDR Regulations, as may be applicable and the Board, at its absolute discretion, may
Shares and/or foreign currency convertible bonds (“FCCB”) and/or debentures/non-convertible debt instruments along with offer a discount of up to 5% (five per cent) or such other discount as may be permitted under applicable law for any of Securities.
warrants / convertible debentures / securities and/or foreign currency exchangeable bonds (“FCEB”) which are convertible or
exchangeable into equity shares at the option of the Company, by way of public issuance or private placement or any other 4. the issue and allotment of fully paid-up Securities, except as may be permitted under the SEBI ICDR Regulations, the ECB
method permitted under applicable laws, and/or preference shares and/or global depository receipts (“GDRs”) and/or American Guidelines, the 1993 Scheme and other applicable laws (or any combination of the Securities as decided by the Board), shall only
depository receipts (“ADRs”) and/or any other financial instruments/securities convertible into and/or linked to Equity Shares be to QIBs within the meaning of Chapter VI of the SEBI ICDR Regulations and no allotment shall be made, either directly or
(including warrants (detachable or not), or otherwise, in registered or bearer form) (all of which are hereinafter referred to as indirectly, to any person who is a promoter or any person related to promoters in terms of the SEBI ICDR Regulations.
“Securities”), secured/un-secured, listed on recognized stock exchanges in India or abroad, whether Rupee denominated or
denominated in one or more permissible foreign currencies, and/or any combination of any of the aforementioned Securities in 5. the allotment to a single QIB in the proposed QIP issue will not exceed 50% of the total issue size or such other limit as may be
one or more tranches and/or one or more issuances simultaneously or otherwise for aggregating up to ₹ 7,500 Million (Rupees permitted under applicable law as well as the minimum number of allottees specified in SEBI regs shall be complied with.
Seven Thousand Five Hundred Million only) or its equivalent in any other currency(ies) (inclusive of such premium as may be fixed
on such Securities), through one or more public issue(s), rights issue(s), private placement(s), QIP pursuant to Chapter VI of SEBI 6. no partly paid-up Equity Shares or other Securities shall be issued/allotted.
ICDR Regulations, and/or any combination thereof or any other method as may be permitted under applicable laws to one or
more eligible investors, for the purpose of inter alia achieving the minimum public shareholding (MPS) applicable to the Company 7. The Company shall not undertake any subsequent QIP until the expiry of two weeks from the date of the QIP to be undertaken
in terms of the Securities Contracts (Regulation) Rules, 1957, to QIBs, in the course of domestic or international offerings, through pursuant to this special resolution.
issue of prospectus and/or letter of offer and/or placement document and/or offering circular and/or other permissible/ requisite
offer documents to any eligible person, including QIBs, foreign/ resident investors (whether institutions, banks, incorporated 8. The tenure of the convertible or exchangeable Eligible Securities issued through the QIP shall not exceed sixty months from the
bodies, mutual funds, individuals, trustees, stabilizing agent or otherwise), venture capital funds (foreign or Indian), alternative date of allotment
investment funds, foreign portfolio investors, public financial institutions, Indian and/or multilateral financial institutions, mutual
funds, non-resident Indians, pension funds, insurance companies, provident fund with minimum applicable corpus and/or any 9. the Securities shall not be eligible to be sold for a period of one year from the date of allotment, except on the recognized Stock
other categories of persons or entities who are authorized to invest in the Securities of the Company as per extant regulations/ Exchanges, or except as may be permitted under the SEBI ICDR Regulations from time to time.”
guidelines or any combination of the above as may be deemed appropriate by the Board/committee in its absolute discretion and,
whether or not such investors are Members of the Company, (collectively referred to as the “Investors”), at such price or at a “RESOLVED FURTHER THAT in case of issue of Equity Shares, by way of QIP as per Chapter VI of SEBI ICDR Regulations, the prices
discount or premium to market price, as may be permitted under applicable laws, with authority to retain over subscription up to determined for the QIP shall be subject to appropriate adjustments if the Company, pending allotment under this resolution:
such percentage as may be permitted under applicable regulations, in such manner and on such terms and conditions as the
Board may determine and without requiring any further approval or consent from the members at the time of such issue and a. makes an issue of Equity Shares by way of capitalization of profits or reserves, other than by way of dividend on shares;
allotment, considering the prevailing market conditions and other relevant factors, where necessary in consultation with the lead b. makes a rights issue of Equity Shares;
managers, merchant bankers, underwriters, guarantors, financial and / or legal advisors, depositories, registrars and other c. consolidates its outstanding Equity Shares into a smaller number of shares;
agencies, and as may be deemed appropriate by the Board in its absolute discretion including the discretion to determine the d. divides its outstanding Equity Shares including by way of stock split;
mode of issuance of Securities and/or categories of Investors to whom to offer, issue and allot such Securities as may be e. re-classifies any of its Equity Shares into other securities of the issuer; and
permitted under applicable laws and regulations.” f. is involved in such other similar events or circumstances, which in the opinion of the concerned stock exchange, requires
adjustments.
“RESOLVED FURTHER THAT such issue, offer or allotment shall be by one or more of the following modes, i.e., by way of public
issue, rights issue, and/or on a private placement basis, including QIP, with or without over-allotment option and that such offer, “RESOLVED FURTHER THAT the Board be and hereby authorized to enter into any arrangement with any agencies or bodies for the
issue, placement and allotment be made as per the applicable and relevant laws/guidelines, as the Board may deem fit.” issue of GDRs and / or ADRs represented by underlying equity shares in the share capital of the Company with such features and
attributes as are prevalent in international / domestic capital markets for instruments of this nature and to provide for the tradability
“RESOLVED FURTHER THAT in accordance with the provisions of the SEBI ICDR Regulations, SEBI Listing Regulations and 1993 and free transferability thereof in accordance with market practices as per the domestic and / or international practice and
Scheme, as applicable, the relevant date for determining the price of the Securities to be issued by way of QIP/FPO/rights issue/ regulations and under the norms and practices prevalent in the domestic / international capital markets and subject to applicable
FCCBs/FCEBs or any other permissible mode shall be the date of the meeting in which the Board decides to open the proposed laws and regulations and the Articles of Association of the Company.”
issue or such other date, as may be prescribed in accordance with applicable laws.”
"RESOLVED FURTHER THAT in pursuance of the aforesaid resolution the Securities to be so created, offered, issued and allotted
“RESOLVED FURTHER THAT, if the Company proposes to issue and allot any Securities by way of QIP to QIBs pursuant to and in shall be subject to the provisions of the Memorandum and Articles of Association of the Company and shall rank pari passu in all
terms of Chapter VI of the SEBI ICDR Regulations and SEBI Listing Regulations: respects with the existing Securities of the Company, if any, and the Equity Shares, issue and allotted pursuant to and in terms of this
resolution shall rank pari passu in all respects with the then existing Equity Shares of the Company."
1. the issue and allotment of Securities by way of QIP to QIBs shall be completed within 365 days from the date of passing of this
resolution or such other time as may be allowed under the Companies Act and/or the SEBI ICDR Regulations, from time to time; "RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, the Board be and is hereby authorized, in consultation
with the merchant banker(s), advisors and / or other intermediaries as may be appointed in relation to the issue of Securities, to do all
2. the “relevant date” for determination of the floor price of the Equity Shares to be issued shall be: such acts, deeds, matters and take all such steps as may be necessary including without limitation to sign and execute all deeds,
a. in case of allotment of Equity Shares in a QIP, the date of meeting in which the Board decides to open the issue, and/or documents, undertakings, agreements, papers and writings as may be required in this regard including without limitation, the private
b. in case of allotment of eligible convertible securities in a QIP, either the date of the meeting in which the Board decides to open placement offer letter (along with the application form), information memorandum, offering circular, disclosure documents,
the issue of such convertible securities or the date on which the holders of such convertible securities become entitled to apply subscription or purchase agreement, escrow agreement, trust deed, agency agreement, placement document, placement
for the Equity Shares, as may be determined by the Board. agreement and any other documents as may be required, and to settle all questions, difficulties or doubts that may arise at any
397 —— Notice of the Annual General Meeting Aether Industries Limited 398 —— Notice of the Annual General Meeting Aether Industries Limited
stage from time to time, and to engage, appoint all intermediaries including without limitation consultants, lead managers, co-lead Notes:
managers, managers, merchant bankers, advisors, counsels, bankers, escrow agent, depository, custodian, registrar, trustee, etc, 1. In view of the continuing CoVID-19 pandemic, the Ministry of Corporate Affairs, vide its General Circular Nos. 14/2020, 17/2020,
and to enter into and execute all such agreements/arrangements/ memorandum of understanding with them, as may be 22/2020, 33/2020, 39/2020, 10/2021, 20/2021, 21/2021, 02/2022 and 10/2022 dated 8th April, 2020, 13th April, 2020, 15th June,
considered necessary or appropriate to finalize, approve and issue any document(s), including but not limited to prospectus and/ 2020, 28th September, 2020, 31st December, 2020, 23rd June, 2021, 8th December, 2021, 14th December, 2021, 5th May, 2022
or letter of offer and/or circular, documents and agreements including filing of such documents (in draft or final form) with any and 28th December, 2022 respectively and Securities and Exchange Board of India, vide its Circular Nos. SEBI/HO/CFD/CMD1/CIR/
Indian or foreign regulatory authority or Stock Exchanges and sign all deeds, documents and writings and to pay any fees, P/2020/79 dated 12th May, 2020, read with Circular number SEBI/HO/DDHS/P/CIR/2022/0063 dated 13th May, 2022 and SEBI/
commissions, remuneration, expenses relating thereto and with power on behalf of the Company to settle all questions, HO/CFD/PoD-2/P/CIR/2023/4 dated 5th January, 2023, allowed the Companies to conduct the AGM through Video Conferencing
difficulties or doubts that may arise in regard to the issue, offer or allotment of Securities and take all steps which are incidental (VC) / Other Audio Visual Means (OAVM) whose AGMs are due in year 2023. The procedure for participating in the meeting
and ancillary in this connection, including in relation to utilization of the issue proceeds, as it may in its absolute discretion deem through VC/OAVM is explained in the notes below and is also available on the website of the Company at www.aether.co.in and at
fit." the website of Stock Exchanges BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and
www.nseindia.com. For the purpose of proceedings, the AGM will be deemed to be convened at Registered Office of the Company
“RESOLVED FURTHER THAT such of those equity shares as are not subscribed to may be disposed of by the Board, in its at Plot No. 8203, GIDC Sachin, Surat-394230, GJ. and Members are requested to join the Meeting through their places through VC
absolute discretion, in such manner, as the Board may deem fit and as permissible under relevant laws/guidelines.” mode.
“RESOLVED FURTHER THAT the Board be and hereby authorized to enter into any arrangement with any agencies or bodies for 2. Since the Annual General Meeting (AGM) is being held through Video Conferencing (VC) / Other Audio Visual Means (OAVM),
the issue of GDRs and / or ADRs represented by underlying equity shares in the share capital of the Company with such features physical attendance of the members has been dispensed with. Accordingly, the facility for appointment of proxies by the members
and attributes as are prevalent in international / domestic capital markets for instruments of this nature and to provide for the will not be available for the AGM and hence, the Proxy Form, Attendance Slip and route map of the AGM venue are not annexed to
tradability and free transferability thereof in accordance with market practices as per the domestic and / or international practice this Notice. However, a member may appoint a representative as per applicable provisions of the Companies Act, 2013 to attend
and regulations and under the norms and practices prevalent in the domestic / international capital markets and subject to and / or vote.
applicable laws and regulations and the Articles of Association of the Company.”
3. The Financial Statements (including Report of Board of Directors, Auditor’s Report or other documents required to be attached
“RESOLVED FURTHER THAT the Board be and is hereby authorized to delegate all or any of the powers, herein conferred, to herewith), including the Notice of the Annual General Meeting are being sent only in electronic mode to Members whose e-mail
Executive Directors and / or Chief Financial Officer and / or Company Secretary & Compliance Officer or any other Senior address is registered with the Company / Registrar & Share Transfer Agent or Depository Participants (DP). Printed copies of Annual
Executive of the Company and/or to any committee of the Board, which may be/have been constituted to exercise its powers Report (including the Notice) are not being sent to members in view of the circular.
including the powers conferred by this Resolution.”
4. Members may note that the Notice of the Annual General Meeting and the Annual Report for the Fiscal Year 2022-23 will also be
"RESOLVED FURTHER THAT the Board or duly constituted committee, thereof is authorised to open one or more bank accounts available on the website of the Company at www.aether.co.in, which can be downloaded.
in the name of the Company, as may be required, subject to requisite approvals, if any, and to give such instructions including
closure thereof as may be required and deemed appropriate by the Board.” 5. The electronic copies of the documents that are referred to this Notice but not attached to it will be made available for inspection.
For inspection, members can send e-mail on compliance@aether.co.in with their Depository Participant and Client ID or Folio
“RESOLVED FURTHER THAT the Board/committee be and is hereby authorised to seek any approval that is required in relation to number. Electronic copies of Register of Directors and Key Managerial Personnel and their shareholding maintained under
the creation, issuance and allotment and listing of the Securities, from any statutory or regulatory authority or the Stock Companies Act, 2013 will be available for inspection by sending request on the above given e-mail.
Exchanges and/or internationally recognised stock exchanges. Any approvals that may have been applied for by the Board in
relation to the creation, issuance and allotment and listing of the Securities are hereby approved and ratified by the members.” 6. The voting rights of the Equity Shareholders shall be in the same proportion to the paid-up share capital of the Company
7. The members desiring any information relating to the accounts or having any questions, are requested to write to the Company on
By order of the Board
compliance@aether.co.in at least seven days before the date of the Annual General Meeting (AGM) so as to enable the
Management to keep the responses ready and expeditiously provide them at the AGM, as required.
Chitrarth Rajan Parghi
Company Secretary & Compliance Officer 8. Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and
Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations,
Place : Surat
Date : May 25, 2023
2015 (as amended), and MCA Circulars, the Company is providing facility of remote e-voting to its Members in respect of the
business to be transacted at the AGM. For this purpose, the Company has entered into an agreement with Central Depository
Registered Office: Services (India) Limited (CDSL) for facilitating voting through electronic means, as the authorized e-Voting’s agency. The facility of
Aether Industries Limited casting votes by a member using remote e-voting as well as the e-voting system on the date of the AGM will be provided by CDSL.
Plot No. 8203, GIDC Sachin, Surat-394230, GJ.
CIN: L24100GJ2013PLC073434
9. The Members can join the AGM in the VC / OAVM mode 15 minutes before and after the scheduled time of the commencement of
the Meeting by following the procedure mentioned in the Notice. The facility of participation at the AGM through VC / OAVM will be
made available to at-least 1000 members on first come first served basis. This will not include large Shareholders (Shareholders
holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the
Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are
allowed to attend the AGM without restriction on account of first come first served basis.
399 —— Notice of the Annual General Meeting Aether Industries Limited 400 —— Notice of the Annual General Meeting Aether Industries Limited
10. The attendance of the Members attending the AGM through VC / OAVM will be counted for the purpose of ascertaining the Type of shareholders Login Method
quorum under Section 103 of the Companies Act, 2013 and the facility to appoint proxy to attend and cast vote for the members
is not available for this AGM. However, in pursuance of Section 112 and Section 113 of the Companies Act, 2013, representatives Individual Shareholders holding 1. Users who have opted for CDSL Myeasi facility, can login through their existing user id and
of the members such as the President of India or the Governor of a State or body corporate can attend the AGM through VC / securities in Demat mode password. Option will be made available to reach e-Voting page without any further
OAVM and cast their votes through e-voting. with CDSL Depository authentication. The URL for users to login to the e-voting are https://web.cdslindia.com/
myeasinew/home/login or visit www.cdslindia.com and click on Login icon and select New
E-voting instructions for Shareholders System Myeasi.
The voting period begins on June 13, 2023 from 09 00 Hrs. and ends on June 15, 2023 at 17 00 Hrs. During this period 2. After successful login, the Myeasi user will be able to see the e-Voting option for eligible
Shareholders of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date of June 10, companies where the e-voting is in progress as per the information provided by company. On
2023 may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter. clicking the e Voting option, the user will be able to see e-Voting page of the e-Voting service
provider for casting your vote during the remote e-Voting period or joining virtual Meeting &
Access through Depositories e-Voting system in case of individual shareholders holding shares in voting during the Meeting. Additionally, there is also links provided to access the system of all
demat mode e-Voting Service Providers i.e. CDSL, so that the user can visit the e-Voting service providers’
website directly.
In terms of SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on e-Voting facility provided by Listed
Companies, individual shareholders holding securities in demat mode are allowed to vote through their demat account 3. If the user is not registered for Myeasi, option to register is available at https://
maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id web.cdslindia.com/myeasi/Registration/EasiRegistration
in their demat accounts in order to access e-Voting facility.
4. Alternatively, the user can directly access e-Voting page by providing Demat Account Number
Pursuant to above said SEBI Circular, Login method for e-Voting and joining virtual meetings for Individual shareholders holding and PAN from a e-Voting link available on www.cdslindia.com home page or click
securities in Demat mode CDSL/NSDL is given below:
5. The system will authenticate the user by sending OTP on registered Mobile & Email as
recorded in the Demat Account. After successful authentication, user will be able to see the
eVoting option where the e-voting is in progress and also able to directly access the system of
all e-Voting Service Providers
Individual Shareholders holding 1. If you are already registered for NSDL IDeAS facility, please visit the e-Services website of
securities in demat mode with NSDL. Open web browser by typing https://eservices.nsdl.com either on a Personal Computer
NSDL Depository or on a mobile. Once the home page of e-Services is launched, click on the “Beneficial Owner”
icon under “Login” which is available under ‘IDeAS’ section. A new screen will open. You will
have to enter your User ID and Password. After successful authentication, you will be able to
see e Voting services. Click on “Access to e Voting” under e-Voting services and you will be
able to see e-Voting page. Click on company name or e-Voting service provider name and you
will be re-directed to e-Voting service provider website for casting your vote during the remote
e Voting period or joining virtual meeting & voting during the Meeting.
2. If the user is not registered for IDeAS e Services, option to register is available at https:/
eservices.nsdl.com. Select “Register Online for IDeAS “Portal or click at: https://
eservices.nsdl.com SecureWeb/IdeasDirectReg.jsp
3. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://
www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of
e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/
Member’ section. A new screen will open. You will have to enter your User ID (i.e. your 16
(sixteen) digit demat account number hold with NSDL), Password / OTP and a Verification
Code as shown on the screen. After successful authentication, you will be redirected to NSDL
Depository site wherein you can see e-Voting page. Click on company name or e-Voting
service provider name and you will be redirected to e-Voting service provider website for
casting your vote during the remote e-Voting period or joining virtual Meeting & voting during
the Meeting of all e-Voting Service Providers.
401 —— Notice of the Annual General Meeting Aether Industries Limited 402 —— Notice of the Annual General Meeting Aether Industries Limited
:
:
Individual Shareholders (holding 1. You can also login using the login credentials of your demat account through your Depository For Physical shareholders and other than individual shareholders holding shares in Demat
securities in demat mode) login Participant registered with NSDL / CDSL for e-Voting facility.
through their Depository PAN Enter your 10 digit alpha-numeric PAN issued by Income Tax Department (Applicable for
Participants (DP) 2. After Successful login, you will be able to see e-Voting option. Once you click on e-Voting both demat shareholders as well as physical shareholders)
option, you will be redirected to NSDL / CDSL Depository site after successful authentication,
wherein you can see e-Voting feature. Click on company name or e-Voting service provider • Shareholders who have not updated their PAN with the Company/Depository Participant are
name and you will be redirected to e-Voting service provider website for casting your vote requested to use the sequence number sent by Company / RTA or contact Company / RTA.
during the remote e-Voting period or joining virtual Meeting & voting during the Meeting. Dividend Bank Details Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your demat
OR Date of Birth (DoB) account or in the company records in order to login.
Important Note: Members who are unable to retrieve User ID / Password are advised to use Forget User ID and Forget Password • If both the details are not recorded with the depository or company, please enter the member id /
option available at above mentioned websites. folio number in the Dividend Bank details field.
7. After entering these details appropriately, click on “SUBMIT” tab.
Help-desk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository
i.e. CDSL and NSDL:
8. Shareholders holding shares in physical form will then directly reach the Company selection screen. However, shareholders
holding shares in demat form will now reach ‘Password Creation’ menu wherein they are required to mandatorily enter their login
password in the new password field. Kindly note that this password is to be also used by the demat holders for voting for
Login type Help-desk details resolutions of any other company on which they are eligible to vote, provided that Company opts for e-voting through CDSL
Individual Shareholders holding securities in Demat mode with CDSL CDSL Helpdesk: platform. It is strongly recommended not to share your password with any other person and take utmost care to keep your
E-mail: helpdesk.evoting@cdslindia.com password confidential.
Toll-free No.: 1800 22 55 33
9. For shareholders holding shares in physical form, the details can be used only for e-voting on the Resolutions contained in this
Individual Shareholders holding securities in Demat mode with NSDL NSDL Helpdesk: Notice.
E-mail: evoting@nsdl.co.in
Toll-free No.: 1800 1020 990 and 1800 22 44 30 10. Click on the EVSN for the relevant ‘Aether Industries Limited’ on which you choose to vote.
Access through CDSL e-Voting system in case of shareholders holding shares in physical mode and 11. On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO” for voting. Select the
option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to
non-individual shareholders in demat mode the Resolution.
Login method for e-Voting and joining virtual meetings for Physical shareholders and shareholders other than individual holding in
Demat form. 12. Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.
1. The shareholders should log on to the e-voting website https://web.cdslindia.com/myeasinew/home/login. 13. After selecting the resolution, you have decided to vote on, click on “SUBMIT”. A confirmation box will be displayed. If you wish to
confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly modify your vote.
2. Click on “Shareholders” module.
14. Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.
3. Now enter your User ID
15. You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting page.
a. For CDSL: 16 digits beneficiary ID,
b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID, 16. If a demat account holder has forgotten the login password then Enter the User ID and the image verification code and click on
c. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company Forgot Password & enter the details as prompted by the system.
4. Next enter the Image Verification as displayed and Click on Login. 17. Additional Facility for Non-Individual Shareholders and Custodians (For Remote Voting only):
5. If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier e-voting of any • Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on to
company, then your existing password is to be used www.evotingindia.com and register themselves in the “Corporates” module.
6. If you are a first-time user follow the steps given below: • A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to
helpdesk.evoting@cdslindia.com.
• After receiving the login details a Compliance User should be created using the admin login and password. The Compliance
User would be able to link the account(s) for which they wish to vote on.
403 —— Notice of the Annual General Meeting Aether Industries Limited 404 —— Notice of the Annual General Meeting Aether Industries Limited
• The list of accounts linked in the login will be mapped automatically & can be delink in case of any wrong mapping. Process for those Shareholders whose Email / Mobile No. are not registered with the Company /
Depositories
• It is Mandatory that, a scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of
1. For Physical shareholders: Please provide necessary details like Folio No., Name of shareholder, scanned copy of the share
the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.
certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card)
by email to Company / RTA email id. At current instance, there is no physical shareholder.
• Alternatively Non-Individual shareholders are required mandatory to send the relevant Board Resolution / Authority letter etc.
together with attested specimen signature of the duly authorized signatory who are authorized to vote, to the Scrutinizer and to
2. For Demat shareholders: Please update your Email id & Mobile no. with your respective Depository Participant (DP).
the Company at the email address viz. compliance@aether.co.in, if they have voted from individual tab & not uploaded same in
the CDSL e-voting system for the scrutinizer to verify the same.
3. For Individual Demat shareholders: Please update your Email id & Mobile no. with your respective Depository Participant (DP) which
is mandatory while e-Voting & joining virtual Meetings through Depository.
Instructions for Shareholders attending the AGM through VC/OAVM & e-voting during Meeting are as
under If you have any queries or issues regarding attending AGM & e-Voting from the CDSL e-Voting System, you can write an email to
helpdesk.evoting@cdslindia.com or contact at toll free no. 1800 22 55 33.
1. The procedure for attending Meeting & e-Voting on the day of the AGM is same as the instructions mentioned above for e-voting.
All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Sr. Manager, Central
3. The link for VC/OAVM to attend Meeting will be available where the EVSN of Company will be displayed after successful login as per
Depository Services (India) Limited, A Wing, 25th Floor, Marathon Futurex, Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel
the instructions mentioned above for e-voting.
(East), Mumbai - 400013 or send an email to helpdesk.evoting@cdslindia.com or call toll free no. 1800 22 55 33.
5. Shareholders who have voted through Remote e-Voting will be eligible to attend the Meeting. However, they will not be eligible to
1. M/s. Dhirren R. Dave & Company, Company Secretaries has been appointed as the Scrutiniser to scrutinise the remote e-voting
vote at the AGM.
and the voting process at the AGM in a fair and transparent manner.
4. Shareholders are encouraged to join the Meeting through Laptops / Tablets for better experience.
2. The Scrutiniser will within a period not exceeding three working days from the conclusion of the e-voting period unblock the votes
in the presence of at least two witnesses not in the employment of the Company and make a Scrutiniser’s Report of the votes cast
5. Further shareholders will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the
in favour or against, if any, and forward it to the Chairman of the Company.
meeting.
3. The results will be declared at or after the AGM. The results declared along with the Scrutiniser’s Report will be placed at: https://
7. Please note that Participants connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may
aether.co.in/investor-relations/, the website of the Company and on www.evotingindia.com the website of CDSL within two days of
experience Audio / Video loss due to fluctuation in their respective network. It is therefore recommended to use Stable Wi-Fi or LAN
passing of the Resolutions at the AGM and also will be communicated to the BSE Ltd. and the National Stock Exchange of India Ltd.
Connection to mitigate any kind of aforesaid glitches.
4. A Statement pursuant to Section 102(1) of the Companies Act, 2013, relating to the Special Business to be transacted at the
9. Shareholders who would like to express their views / ask questions during the Meeting may register themselves as a speaker by
Meeting is annexed hereto.
sending their request in advance at least seven days prior to Meeting mentioning their name, demat account number / Folio
number, Email id, Mobile number at compliance@aether.co.in. The shareholders who do not wish to speak during the AGM but
have queries may send their queries in advance seven days prior to Meeting mentioning their Name, Demat account number / Folio
number, Email id, Mobile number at compliance@aether.co.in. These queries will be replied to by the company suitably by email. Additional information pursuant to the SS-2 on General Meetings and Regulation 33(3) of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015
8. Those shareholders who have registered themselves as a speaker will only be allowed to express their views / ask questions during
the Meeting.
Particulars Ms. Purnima Ashwin Desai Dr. Aman Ashwinbhai Desai
9. Only those shareholders, who are present in the AGM through VC/OAVM facility and have not casted their vote on the Resolutions
through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting system available Age 69 Years 40 Years
during the AGM.
Date of Birth January 24, 1954 March 30, 1983
10. If any Votes are cast by the shareholders through the e-voting available during the AGM and if the same shareholders have not
participated in the meeting through VC / OAVM facility, then the votes cast by such shareholders may be considered invalid as the Date of first January 13, 2013 August 25, 2014
facility of e-Voting during the Meeting is available only to the shareholders attending the Meeting. appointment (Since inception)
405 —— Notice of the Annual General Meeting Aether Industries Limited 406 —— Notice of the Annual General Meeting Aether Industries Limited
Qualification Bachelor of Commerce (B.Com.) from the University PhD, Organic Chemistry from Michigan State Explanatory Statement
of Delhi. University, USA. Explanatory Statements under Section 102 of the Companies Act, 2013 for Item No. 4, 5, 6 and 7 being Special Businesses to be
transacted are as below :
Bachelor of Technology (B. Tech.) Branch III:
Intermediates and Dyestuff Technology) from
University Institute of Chemical Technology,
Item No. 4
University of Mumbai Pursuant to the provisions of Section 148(3) of the Companies Act, 2013 and Rule 14 of the Companies (Audit and Auditors) Rules,
2014, the remuneration of Cost Auditor of ₹ 90,000 (Rupees Ninety Thousand only) for the Fiscal Year 2023-24, as recommended by
Brief Resume and Purnima Ashwin Desai is among the three Founder Dr. Aman Ashwinbhai Desai is a Promoter and the Audit Committee and approved by the Board in their Meeting held on May 6, 2023, is proposed before the Members for
Experience Promoters of the Company and a Whole-time Whole-time Director of our Company. He is ratification. The Auditor had certified that they are eligible for appointment as Cost Auditors in terms of Section 141 read with Section
Director of the Company. With multiple decades of responsible for our R&D, pilot plant, and 148 of the Companies Act, 2013.
experience in the speciality production operations, new projects, and
chemical industry, she leads the overall accounting technical business development, and has over 10 On the recommendation of the Audit Committee, the Board considered and approved appointment of the Cost Auditors, M/s. Ashvin
and finance operations of our Company. years of experience in the speciality chemical Ambaliya & Associates, Cost and Management Accountants, (Firm Registration No.: 002176), for conducting the cost audit of the
She has over four decades of experience in the field industry. His doctoral research was published in applicable products at a remuneration of ₹ 90,000 (Rupees Ninety Thousand only) plus applicable taxes and reimbursement of out-
of accounting, commerce and administration. the Journal of the American Chemical Society of-pocket expenses for the Fiscal Year 2023-24.
and was also featured in Chemical & Engineering
News in 2010. Dr. Aman was then a Project The Board seeks ratification of the aforesaid remuneration by the Members by way of passing an Ordinary Resolution.
Leader in the Process Development group in Core
R&D Headquarters at the Dow Chemical None of the Directors or Key Managerial Personnel of the Company and their relatives are concerned or interested, financially or
Company in Michigan (USA). Dr. Aman has been otherwise, in the said Resolution.
awarded the UAA Young Achiever Award in 2018
in the UAA-ICT Distinguished Alumnus Awards Item No. 5
from his alma mater, the Institute of Chemical
Pursuant to Section 196(3)(a) of the Companies Act, 2013 and Rules applicable thereunder, continuing the directorship as the Whole-
Technology, Mumbai, India. He is the author/
time Director of the Company, upon attaining the age of 70 (seventy) years, approval of members by way of Special Resolution is
coauthor of 25 publications in international
essential.
technical journals. He has been granted 4 patents
in USA, and these patents are published
As recommended by the Nomination & Remuneration Committee and further approved by the Board of Directors in their Meeting held
worldwide.
on May 6, 2023, the proposal for continuous serving of Ms. Purnima Ashwin Desai (DIN: 00038399) as the Whole-time Director of
He has over one decade of experience in the
the Company, upon completion of 70 (seventy) years on January 24, 2024, of her age at the prevailing terms for the remaining tenure,
research domain.
be placed before members in the Annual General Meeting for the approval vide passing a Special Resolution.
Experience in Management / Administration Science & Technology
specific Commercial Commercial Ms. Purnima Ashwin Desai satisfies all the conditions set out in Part-I of Schedule V to the Companies Act, 2013, and also conditions
functional areas Finance set out under subsection (3) of Section 196 of the Companies Act, 2013, being eligible for her continuous tenure. She is not
disqualified from being a Director in terms of Section 164 of the Act.
Disclosure of Spouse of Mr. Ashwin Jayantilal Desai, Managing Son of Mr. Ashwin Jayantilal Desai, Managing
Except, Mr. Ashwin Jayantilal Desai, Ms. Purnima Ashwin Desai, Mr. Rohan Ashwin Desai, Dr. Aman Ashwinbhai Desai and Ms. Ishita
relationships Director. Director and Ms. Purnima Ashwin Desai, Whole-
Surendra Manjrekar, none of the Directors or Key Managerial Personnel of the Company and their relatives are concerned or
between time Director.
interested, financially or otherwise, in the said Resolution.
Directors inter-se Mother of Mr. Rohan Ashwin Desai and Dr. Aman
Ashwinbhai Desai, Whole-time Directors. Brother of Mr. Rohan Ashwin Desai.
Item No. 6
Mother in-law of Ms. Ishita Surendra Manjrekar, Spouse of Ms. Ishita Surendra Manjrekar, Non- Pursuant to the provisions of Section 13, 61, 64 and other applicable provisions of the Companies Act, 2013 read with applicable rules
Non-Executive Non-Independent Director. Executive Non-Independent Director. made thereunder and the Article of Association of the Company; the increase of Authorised Equity Share Capital of the Company
requires approval of members.
Terms of Remains unchanged Remains unchanged
appointment Taking into consideration the proposal to raise funds through appropriate means in one or more trenches, it will require an ample
quantum of Authorised Equity Share Capital for better accommodation of to be issued Equity Shares. The Board of Directors in their
Number of Board 8 out of 9 Board Meetings 8 out of 9 Board Meetings Meeting held on May 6, 2023 has approved and recommended to members to increase the Authorised Share Capital of the Company
Meetings attended from ₹ 1,40,00,00,000 (140.00 Million Equity Shares) to ₹ 1,47,50,00,000 (147.50 Million Equity Shares).
None of the above Director is debarred from holding the office of Director pursuant to any Order issued by the Securities and Exchange The above action will also require to amend the Capital Clause of the Memorandum of Association of the Company whereby, the
Board of India (SEBI) or any other Authority. quantum of proposed Authorised Equity Share Capital will replace the existing capital structure.
407 —— Notice of the Annual General Meeting Aether Industries Limited 408 —— Notice of the Annual General Meeting Aether Industries Limited
The Board of Directors has recommended to the members to approve the increase in Authorised Equity Share Capital of the Pricing
Company to the aforesaid amount vide passing an Ordinary Resolution. The pricing would be arrived at by the Board, depending on market conditions and in accordance with the SEBI ICDR Regulations, the
1993 Scheme or other applicable laws. In the event of a QIP pricing of the Equity Shares that may be issued to QIBs shall be freely
None of the Directors or Key Managerial Personnel of the Company and their relatives are concerned or interested, financially or determined subject to such price not being less than floor price calculated in accordance with Chapter VI of the SEBI ICDR Regulations,
otherwise, in the said Resolution. provided that the Company may offer a discount not exceeding 5% of the floor price or such other permissible limit as may be specified
under Chapter VI of the SEBI ICDR Regulations.
Item No. 7
Relevant Date
The Company has been exploring opportunities for its growth including capitalising of acquired plots vide setting up operational
The relevant date for determining the issue price of the Securities by way of QIP/FPO/rights issue/ FCCB/ FCEB or by way of any other
facilities in-line with the core business object of the Company. This would require sufficient resources including funds to be available
mode of issuance shall, subject to and in accordance with the SEBI ICDR Regulations and the 1993 Scheme, be:
and to be allocated, from time to time. The generation of internal funds may not always be adequate to meet all the requirements of the
Company’s growth plans. It would be therefore, prudent for the Company to have the requisite enabling approvals in place for meeting
a. in case of allotment of Equity Shares in a QIP or upon conversion of FCCBs pursuant to the 1993 Scheme, the date of meeting in
the fund requirements for its growth, capital expenditure, working capital, financing organic or inorganic growth opportunities, general
which the Board decides to open the issue, and/or;
corporate purposes, investment in subsidiaries, refinancing the existing borrowings and also such other corporate purposes as may be
b. in case of allotment of eligible convertible securities in a QIP, either the date of the meeting in which the Board decides to open
permitted under the applicable laws and as may be specified in the appropriate approvals]. This would also help the Company to take
the issue of such convertible Securities or the date on which the holders of such convertible Securities become entitled to apply
quick and effective action to capitalize on the opportunities as and when available. The raising of funds through equity will also assist
for the Equity Shares, as may be determined by the Board.
the Company towards meeting its Minimum Public Shareholding ("MPS") in accordance with Rule 19(2) of the Securities Contracts
(Regulation) Rules, 1957 read along with instructions received from the Securities and Exchange Board of India.
Change in Control
There would be no change in control pursuant to the said issue of Securities.
The requirement of funds is proposed to be met from both equity and debt from the issuance of appropriate securities as defined in the
resolutions and from both domestic and international markets. Prudence would require the funding to be structured with an appropriate
Listing
mix of equity and debt to meet the objective of optimization of the cost as well as conservative financial management.
The Securities to be issued will be listed on one or more recognized stock exchanges in India and / or abroad.
The Board of Directors, accordingly, at their meeting held on May 6, 2023 has recommended to the shareholders to give their consent
Class or Classes of persons to whom the Securities will be offered
through special resolution to the Board of Directors or any Committee of the Board to raise funds through issuance of securities and / or
The Securities will be offered and issued to such Investors including QIBs who are eligible to acquire such Securities in accordance with
Global Depository Receipts (“GDRs”) and / or American Depository Receipts (“ADRs”) and / or Foreign Currency Convertible Bonds
the applicable laws, rules regulations and guidelines. The proposed allottees may be resident of India or abroad and whether or not such
(“FCCBs”) and/or Convertible Bonds / Debentures non-convertible debt instruments along with warrants / securities or any equity
persons are members.
based instrument(s) (“Securities”) as may be appropriate to persons who may or may not be the existing shareholders through private
placement and / or qualified institutions placement (“QIP”) and / or rights issue and / or any other permitted modes at a price to be
Intention of the Promoters, Directors, Key Managerial Personnel or Senior Management
determined as per the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirement) Regulations, as amended
The Promoters, Directors, KMPs or Senior Management shall not be eligible to subscribe to the proposed issue of Securities, except in
(the “SEBI ICDR Regulations”) or as per other applicable rules and regulations, for raising of the funds aggregating up to ₹ 7,500 Million
accordance with Applicable Laws.
(Rupees Seven Thousand Five Hundred Million only) or its equivalent in any other currency(ies) under section 62 read with section 179
of the Companies Act, 2013, as amended or other applicable laws. While no specific instrument or instruments of Securities has been
Transferability of Securities
identified at this stage, the Board may opt for the exact combination of the Securities to be issued, issue price, timing and detailed
The Securities shall not be eligible to be sold for a period of one year from the date of allotment, except on the recognized Stock
terms and conditions of issuance etc. shall be finalized by the Board, in consultation with lead managers, advisors and such other
Exchanges, or except as may be permitted under the SEBI ICDR Regulations from time to time.
authorities and intermediaries, as may be required to be consulted by the Company in due considerations of prevailing market
conditions and other relevant factors and in the best interest of the Company. Such issue shall be subject to the provisions of the
Proposed time within which the allotment shall be completed
Companies Act, 2013, as amended and rules made there under from time to time, the Memorandum and Articles of Association of the
In case of the QIP, the allotment of the Securities shall be completed within a period of 365 days from the date of passing of resolution
Company, SEBI ICDR Regulations and other applicable laws.
set out at item no 7 of this Notice.
The enabling resolution is proposed to be passed as a special resolution pursuant to Sections 42 and 62(1)(c) of the Companies Act,
The allotment to a single QIB in the proposed QIP issue will not exceed 50% of the total issue size or such other limit as may be
2013 which, read with Regulation 41(4) of the SEBI Listing Regulations provides that whenever any further issue or offer is being made
permitted under applicable law.
by the Company, the existing shareholders should be offered the same on pro-rata basis unless the shareholders in the general
meeting decide otherwise. The said resolution, if passed, shall have the effect of allowing the Board on behalf of the Company to issue
The detailed terms and conditions for the offer will be determined in consultation with the Advisors, Lead Managers and Underwriters
and allot the securities on pro-rata basis to the existing shareholders or otherwise.
and such other authority or authorities as may be required, considering the prevailing market conditions and other regulatory
requirements for various types of issues including rights issue or QIP.
The Resolution further seeks to empower the Board of Directors to undertake a QIP with QIBs as prescribed by SEBI ICDR Regulations.
The Board of Directors may, in their discretion, adopt this mechanism as prescribed under Chapter VI of the SEBI ICDR Regulations for
Pursuant to Section 62 of the Companies Act, 2013 and the SEBI Listing Regulations, whenever it is proposed to increase the
raising funds for the Company, without seeking fresh approval from the shareholders.
subscribed capital of a company by a further issue and allotment of shares, such shares need to be offered to the existing members in
the manner laid down in the said section unless the members decide otherwise in a General Meeting.
Maximum Amount to be raised / number of Securities to be Issued
The total amount to be raised, in one or more tranches, by the issuance of Securities through any of the modes or combination thereof
The equity shares to be allotted shall rank pari passu in all respects with the existing equity shares of the Company.
as mentioned in the resolution would be up to ₹ 7,500 Million (Rupees Seven Thousand Five Hundred Million only) its equivalent in any
other currency(ies).
409 —— Notice of the Annual General Meeting Aether Industries Limited 410 —— Notice of the Annual General Meeting Aether Industries Limited
The Board, accordingly, recommends passing of the resolution as set out as Agenda No. 7 of this Notice for the approval of the
members as Special Resolution.
It is submitted that none of the Directors, Key Managerial Personnel or Senior Management of the Company or their relatives is,
whether directly or indirectly, concerned or interested, financial or otherwise, in the passing of the aforesaid resolution except to the
extent of their shareholding, if any, in Company.
Place : Surat
Date : May 25, 2023
Registered Office:
Aether Industries Limited
Plot No. 8203, GIDC Sachin, Surat-394230, GJ.
CIN: L24100GJ2013PLC073434
Registered Office
Plot No. 8203, GIDC Sachin, Surat - 394230, Gujarat, India
2023