The Directors hereby present their 48th Annual Report together with the Audited Financial Statements of the Company for the year ended March 31,2026.
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(' in Crores)
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2025-26
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2024-25
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(Consolidated Accounts)
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Turnover (Net)
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202.27
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196.19
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Other Income
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15.17
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11.38
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Total Income
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217.44
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207.57
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Financial Cost
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4.09
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4.26
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Depreciation
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3.94
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4.01
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Profit/Loss before
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extra-ordinary Income
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18.90
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11.19
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Net Profit/ (Loss) before Taxation 19.33
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11.83
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Net Profit (Loss)
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17.80
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4.93
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Your directors regret their
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inability to
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recommend
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Consolidated Results:
The Company’s strategy of operating through focused subsidiaries and joint ventures continues to strengthen the Group’s operational efficiency, business development initiatives and long-term growth prospects. During the year, the Group continued to consolidate its presence across pharmaceuticals, active pharmaceutical ingredients (APIs), diagnostics, analytical instruments and international markets.
The Group has completed major infrastructure and compliance initiatives, including the upgradation of manufacturing facilities in line with revised regulatory requirements. These investments are expected to strengthen the Group’s manufacturing capabilities, regulatory compliance and future growth opportunities.
Asence Group:
Asence Inc., a wholly-owned subsidiary of the Company, specializes in the supply of quality pharmaceutical preparations (Finished Dosage Forms and Active Pharmaceutical Ingredients) to international
markets.
Asence continues to focus on expanding its international business through product registrations, strategic partnerships and development of niche pharmaceutical products for regulated and semiregulated markets. The Company, through its operations in India and the USA, markets and distributes pharmaceutical preparations worldwide and continues to strengthen its product portfolio and global customer base.
Asence, continued to scale up operations at its oncology and synthetic API manufacturing facility at Ranoli, Vadodara. The facility has been established to meet domestic as well as international regulatory standards and is positioned to manufacture niche molecules catering to global demand. The Company continues to pursue various regulatory approvals and commercial opportunities for products manufactured at the facility.
Synbiotics Limited:
Synbiotics Limited continues to be engaged in the manufacture of fermentation-based pharmaceutical products. The Company remains focused on its key product, Amphotericin B, and continues to explore opportunities in domestic and international markets while maintaining compliance with applicable quality and regulatory standards.
Systronics (India) Limited:
Systronics operates through its Systronics and Telerad divisions.
The Systronics division continues to manufacture and market analytical, laboratory and test & measuring instruments across India. The division remains focused on product innovation, technological upgradation and expansion of its customer base across educational, industrial and research institutions.
The Telerad division continues to market and distribute professional broadcast, video and audio equipment of leading international brands in India and maintains its presence in the professional media and broadcasting sector.
Suvik Hitek Private Limited:
Suvik, a wholly-owned subsidiary of the Company, continues to manufacture pharmaceutical products and
market generic and veterinary formulations in the domestic market. The Company remains focused on strengthening its product portfolio and expanding its presence in selected therapeutic segments across India.
Sarabhai Chemicals (India) Private Limited:
Sarabhai Chemicals continues to strengthen its presence in the domestic pharmaceutical market with a focused portfolio in Oncology, Fertility, Women’s Healthcare and other specialty therapeutic segments.
The demerger of the Oncology and Pro-Fertility Division into Asence Pharma Private Limited has enabled greater business focus and operational efficiency. The Company continues to pursue strategic marketing initiatives and partnerships to enhance market penetration and product reach across India.
Sarabhai M. Chemicals Limited:
Sarabhai M. Chemicals Limited, a wholly-owned subsidiary of the Company, continues to manufacture and market its range of Vitamin C coated products and remains focused on improving operational efficiencies and market reach.
Joint Venture Companies:
Vovantis Laboratories Private Limited:
Vovantis Laboratories Private Limited continues to manufacture effervescent dosage forms for domestic and international markets. The Company remains focused on serving regulated markets and enhancing its product portfolio while maintaining compliance with international quality standards. USA remains a key focus area and its plant is approved by USFDA.
CoSara Diagnostics Private Limited:
CoSara Diagnostics continues to focus on molecular diagnostics and PCR-based testing solutions through its partnership with Co-Diagnostics Inc., USA. The Company retains exclusive manufacturing rights in India for the complete product menu of Co-Diagnostics and continues to work towards expanding its product offerings.
The Company is pursuing regulatory approvals for its products and continues to strengthen its research, development and manufacturing capabilities. CoSara remains well-positioned to capitalize on emerging opportunities in infectious disease diagnostics and other molecular diagnostic applications in India and international markets. CoSara is soon going to launch its PCR Point-of-case device in Indian market.
Corporate Governance:
Pursuant to provisions of SEBI (LODR), Regulations, 2015, Management Discussion and Analysis Report, Corporate Governance Report and Auditors’ Certificate regarding Compliance of Conditions of Corporate Governance are made part of the Annual Report.
Subsidiaries:
The Company has 8 (eight) subsidiaries and 2 (two) joint ventures and one associate company. Their performance is integrated in the consolidated accounts.
Consolidated Financial Statement:
In compliance of the Accounting Standard AS-21 on Consolidated Financial Statement, the Consolidated Financial Statements, which form part of the Annual Report and Accounts, are attached herewith.
Directors and Key Managerial Personnel:
The Board of Directors consists of 10 (Ten) members, of which 5 (five) are Independent Directors, three executive directors and two nominee directors. The Board includes two woman Director. The Board consists of Mr. Kartikeya V. Sarabhai (Executive Chairman), Mr. Mohal K. Sarabhai (Managing Director), Ms. Chaula M. Shastri (Whole-time Director), Five Independent Directors, Mr. Brijesh Khandelwal, Mr. Govindprasad Namdeo, Mr. Mayur Swadia, Dr. Pushpa Robin and Mr. Satyen Dave and two Nominee Directors, Mr. Ajay Mayor and Mr. Bharatendu Jani.
As per the provisions of Section 203 of the Companies Act, 2013, Mr. Kartikeya V. Sarabhai -(Executive Director), Mr. Mohal K. Sarabhai (Managing Director), Ms. Chaula M. Shastri (Whole-time Director), Mr. Jinal Shah (Chief Financial Officer) and Ms. Disha M. Punjani (Company Secretary); are the Key Managerial Personnel of the Company.
Pursuant to the provisions of Section 152 of the Companies Act, 2013, Mr. Kartikeya V. Sarabhai (DIN: 00313585) is the director retiring by rotation and being
eligible has offered himself for re-appointment. Pursuant to Regulation 36 of Securities & Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI (LODR)”) read with Secretarial Standard-2 on General Meeting, brief profile of the Director re-appointed is appended to the Notice of Annual General Meeting.
Declaration by Independent Directors:
The Independent Director have submitted the declaration of independence, as required pursuant to Section 149(7) of the Companies act, 2013 stating that they meet the criteria of independence as provided in sub-section (6).
Annual Evaluation:
The Board of Directors has carried out an annual Evaluation of its own performance, Board Committees and individual Directors pursuant to the provisions of the Act and the Corporate Governance requirements as prescribed by Securities & Exchange Board of India (SEBI) under Listing Regulation.
The performance of the Board was evaluated by the Board after seeking inputs from the Directors on the basis of the criteria such as Board composition and structure, effectiveness of board processes, information and functioning, etc.
The performance of the Committees was evaluated by the Board after seeking inputs from the Committee members on the basis of the criteria such as the composition of Committees, effectiveness of the Committees Meeting, etc.
The Board and the Nomination and Remuneration Committee (NRC) reviewed the performance of the individual Directors including the Chairman and other Executive and Non-Executive Directors on the basis of the criteria such as the contribution of the individual Director to the Board and Committee Meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc. NRC found their performance satisfactory.
Particulars of Loans, Guarantees or Investments:
Information regarding loans, guarantees and Investments covered under the provisions of section
186 of the Companies Act, 2013 are detailed in the financial statements.
Related Party Transactions:
Since all the related party transactions are carried out in the ordinary course of business on arm’s length basis such transactions entered into by the Company during the financial year did not attract the provisions of Section 188 of the Companies Act, 2013. There are no materially significant related party transactions made by the Company with Promoters, Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the Company at large and thus a disclosure in Form AOC-2 in terms of Section 134 of the Act is not required. However a disclosure in this regards is provided in Annexure - A.
None of the Non-Executive Directors has any pecuniary relationship or transactions with the Company other than sitting fees payable to them.
During the year 2025-26, pursuant to Section 177 of the Companies Act, 2013 and SEBI (LODR) Regulations, 2015 all RPTs were placed before Audit Committee for its prior/ omnibus approval.
Material Changes and Commitments:
There have been no material changes and commitments, affecting the financial position of the Company, which have occurred between the end of the financial year of the Company and the date of this Report.
Number of Meetings of the Board:
There were 4 (Four) Meetings of the Board held during the year. Detailed information is given in the Corporate Governance Report.
Extract of Annual Return:
Extract of Annual Report is available on the website of Company www.ase.life
Policy of Director’s Appointment and Remuneration and other details:
The Company’s policy on director’s appointment and remuneration and other matters provided in Section 178(3) of the Act has been followed by Nomination and Remuneration Committee or Key Managerial Personnel. They have fixed criteria for appointment of directors and Key Managerial Persons. Every year their performance is evaluated by the Committee and accordingly suitable recommendations are made.
Internal Financial Control Systems and their adequacy:
The Company has an Internal Control System commensurate with size, scale and complexity of its operations. The Company has appointed an Independent Internal Auditor who carries out Internal Auditing works according to policies and rules framed to monitor and control financial transactions within the Company and submits his report at every quarter which is put before the Audit Committee for their perusal.
Audit Committee:
The details pertaining to composition of Audit Committee are included in the Corporate Governance Report which forms part of this report.
Risk Management:
The Audit Committee of the Company is assigned the task to frame, implement and monitor the risk management plan of the Company. The Committee is responsible for reviewing the risk management plan and ensuring its effectiveness. The Audit Committee has additional oversight in the area of financial risks and controls. Major risks identified by the business and functions are systematically addressed through mitigating actions on a continuing basis.
Corporate Social Responsibility (CSR):
During the year under review the Company is not required to comply with the provisions related to Corporate Social Responsibility on the basis of its financial statement.
Particular of Employees:
The information required U/s. 197 of the Act read with rule 5(1) of the Companies (Appointment and Remuneration of Management Personnel) Rules, 2014 will be provided upon request in terms of section 136 of the Act, the reports and accounts are being sent to the members and other excluding the information on employees’ particulars, which is available for inspection
by members at the registered office of the Company during 2:00 p.m. to 4:00 p.m. on working days of the Company up to the date of AGM. If any Member is interested in obtaining a copy thereof, he/she may write to Secretarial Department of the Company. There is no employee drawing salary in excess of limit prescribed in Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
Fixed Deposits:
The Company has not accepted any fixed deposit during the year neither there was any unpaid/unclaimed amount of deposit at the beginning of the year or at the end of the year.
Details of Significant Orders passed by Regulators or Courts:
There is no significant or material order passed by any Regulators or courts during the financial year.
Disclosure Pursuant to section 197(14) of the Companies Act 2013
Mr. Mohal K. Sarabhai, Managing Director is paid Re. 1/- per month as a token for Ambalal Sarabhai Enterprises Limited and he is drawing remuneration from Asence Pharma Private Limited, Synbiotics Limited, Systronics India Limited and Asence INC, USA. Other than him no Whole time director of the Company was in receipt of any remuneration/ commission from the company’s holding/ subsidiary companies during the financial year.
Details of Establishment of Vigil Mechanism:
The Company has formulated Whistle Blower policy to establish a vigil mechanism for directors and employees of the Company to report concerns about unethical behavior, actual or suspended fraud or violation of Company’s code of conduct policy.
Details under Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:
The Company has established Internal Complaints Committee to redress the complaints received from any woman employee of the Company as required under the provisions of the Act.
Fraud Reporting:
There was no fraud reporting by the Auditors of the
Company u/s. 143(12) of the Companies Act, 2013 to the Audit Committee or the Board of Directors during the year under review.
Energy Conservation, Technology Absorption and Foreign Exchange earnings and outgo:
Particulars of Energy Conservation, Technology Absorption and Foreign Exchange earnings and outgo required to be given, are given in the Annexure to this Report in the prescribed format.
Directors’ Responsibility Statement:
Pursuant to Section 134(5) of the Companies Act, 2013 the Board of Directors of the Company confirms that-
a) In the preparation of the annual accounts for the year ended 31.03.2026, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any.
b) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as on 31.03.2026 and of the profit of the Company for the year ended on that date.
c) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.
d) The Directors have prepared the annual accounts on a ‘going concern’ basis.
e) The Company has laid down Internal Financial Controls to be followed by the Company and that such Internal Financial Controls are adequate and were operating effectively.
f) The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such system are adequate and operating effectively.
Business Responsibility Report (BRR)
The SEBI (LODR) Regulations, 2015 mandate the inclusion of the BRR as part of the Annual Report for top
1000 listed entities based on market capitalization. Business Responsibility Reporting is not applicable to the Company.
Insurance:
Building, Plant and Machinery and Stocks, have been adequately insured.
Auditors: -
(A) Internal Auditors
M/s. Gautam Joshi & Co., Chartered Accountants has been appointed as Internal Auditor for the Financial Year 2025-26. The Internal Auditors reports to the Audit Committee of the Board, which helps to maintain its objectivity and independence. The scope and authority of the Internal Audit function is defined by Audit Committee. The Significant audit observations and corrective actions thereon are presented to the Audit Committee of the Board.
(B) Statutory Auditors
Pursuant to section 139 of the Companies Act, 2013 and the Rules made there under, M/s. Sorab S. Engineers, Chartered Accountants, (Firm Registration No. 110417W), are appointed as Auditors by the Members in the AGM held on 21.09.2022 to hold office until the conclusion of 49th Annual General Meeting, to be held in the year 2027.
The Statutory Auditor’s comment on your Company’s account for the year ended March 31, 2026 are self-explanatory in nature and do not require any explanation. The Auditor’s Report does not contain any qualification or adverse remarks.
(C) Secretarial Auditor
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s. RPSS & Co., a firm of Company Secretaries in Practice to undertake the Secretarial Audit of the Company for For a terms of 5 years Commencing from 01/04/2025 & ending on 31/03/2030 at the 47th AGM of the Company held
on 31/07/2025 The Secretarial Audit Report issued is appended to this report as annexure. As there is no qualification, reservation or adverse remark made by the Auditors in their report, the report issued is self-explanatory and need no further clarification.
Acknowledgement:
Your Directors would like to take opportunity to express their deep sense of gratitude to the Banks, Government Authorities, Customers and Shareholders for their continuous guidance and support. Further they would also like to place on record their sincere appreciation for dedication and hard work put in by one and all Members of Sarabhai Pariwar including workers.
For and on behalf on the Borad Kartikeya V. Sarabhai Chairman
Date : 21.05.2026 Place : Ahmedabad
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