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NMDC Limited
(1fl«f ~ Cf;'f \RPI) (A GOVT. OF INDIA ENTERPRISE)
~ 4l1t1i<'1t1: ~ ~·. 10-3-311~. ~ ~. ~ ~. ~~c::~x,...1="l1'"'"<:-500028 .
Regd. Office: 'Khanij Bhavan' 10-3-311/A, Castle Hills, Masab Tank, Hyderabad - 500 028.
NMDC ~~ -msm I Corporate Identity Number: L 13100TG1958 GOI 001674
Sub: Board to consider the proposal for declaration of Interim Dividend, if any, for the
financial year 2019-2020
In continuation to our notice . dated 17th January 2020 intimating the date of Board
Meeting scheduled to be held on 6'h February 2020, inter-alia, to consider. approve and
take on record the Unaudited Financial Results (Standalone and Consolidated) of the
Company for the quarter/nine months ended 31 st December 2019, this is to further inform
that the Board is to consider, inter-alia, the proposal for declaration of interim dividend, if
any, for the financial year 2019-20, in the above said Board Meeting.
In pursuance of the SEBI (Prohibition of Insider Trading) Regulations, 2015 and the
Company's Internal Code of Conduct for Prevention of Insider Trading, the trading
window for dealing with the securities of the Company is closed for all Insiders including
Designated Persons and their immediate relatives from 1st January 2020 and end 48 hours
after the declaration of the un-audited financi<lll results of the Company for the quarter
ending 31 st Decem(?er 20 19.
Thanking you
Yours faithfully,
For NMDC Limited
~asaradhi
Company Secretary
Phones : +91-0120-4842400
2462673. 4221777 Please Reply to Head Office
Fax No. : +91-0120-2462675 A-22, Phasa-Il, Nolda-201305
USE PREFIX FOR CALLING - Dlsfl. Gautam Budh Nagar ,
From Out side Country - 91-120 Uttar Pradesh, India
From Out slde State - 0120 Email : enquiry@udtltd.com
From New Delhi - 0120 Website : www.udtltd.com
To,
P.J. Towers,
Dalal Street,
Mumbai—400001
This is to inform that the Company has rescheduled it Board Meeting hence record date as_intimated
to the Exchange shall be treated as cancelled. It will be fixed and intimated to after the Board
Thanking you.
1;
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FCS: 8698
Regd. Office : 139A, First Floor, Antriksh Bhawan, 22 Kasturba Gandhi Marg. New Delhi -110 001
ALKEM LABORATORIES LTD.
<8>
ALKEM
Regd. Office : ALKEM HOUSE, Senapati Bapat Marg,
Lower Parel (West), Mumbai - 400 013, Maharashtra, India.
• Phone: +91-22-3982 9999
• Email: contact@alkem.com
• Fax: 022-2495 2955
• Website: www.alkemlabs.com
• CIN: L00305MH1973PLC174201
Dear Sirs,
Notice is hereby given to the Stock Exchanges under Regulation 29 read with Regulation 33 and
Regulation 42 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015
("Listing Regulations") that a meeting of the Board of Directors of the Company is scheduled to
be held on Friday, 7th February, 2020, inter alia:
(i) to consider and approve the Standalone and Consolidated Unaudited Financial Results
of the Company for the quarter and nine months ended 31 st December, 2019; and
(ii) to consider and approve Interim Dividend for the Financial Year 2019-2020.
The record date for the purpose of payment of interim dividend for the Financial Year 2019-2020,
would be Saturday, 15 th February, 2020, subject to declaration of the said interim dividend by the
Board of Directors in its meeting to be held on 7111 February, 2020.
Sincerely,
For Alkem Laboratories Limited
u ' A__}~
Manish Narang
C
~
==- i
President - Legal, Company Secretary & Compliance Officer
ALKEM LABORATORIES LTD.
<8>
ALKEM
Regd. Office : ALKEM HOUSE, Senapati Bapat Marg,
Lower Parel (West), Mumbai - 400 013, Maharashtra, India.
• Phone: +91-22-3982 9999
• Email: contact@alkem.com
• Fax: 022-2495 2955
• Website: www.alkemlabs.com
• CIN: L00305MH1973PLC174201
Dear Sirs,
Notice is hereby given to the Stock Exchanges under Regulation 29 read with Regulation 33 and
Regulation 42 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015
("Listing Regulations") that a meeting of the Board of Directors of the Company is scheduled to
be held on Friday, 7th February, 2020, inter alia:
(i) to consider and approve the Standalone and Consolidated Unaudited Financial Results
of the Company for the quarter and nine months ended 31 st December, 2019; and
(ii) to consider and approve Interim Dividend for the Financial Year 2019-2020.
The record date for the purpose of payment of interim dividend for the Financial Year 2019-2020,
would be Saturday, 15 th February, 2020, subject to declaration of the said interim dividend by the
Board of Directors in its meeting to be held on 7111 February, 2020.
Sincerely,
For Alkem Laboratories Limited
u ' A__}~
Manish Narang
C
~
==- i
President - Legal, Company Secretary & Compliance Officer
ALKEM LABORATORIES LTD.
<8>
ALKEM
Regd. Office : ALKEM HOUSE, Senapati Bapat Marg,
Lower Parel (West), Mumbai - 400 013, Maharashtra, India.
• Phone: +91-22-3982 9999
• Email: contact@alkem.com
• Fax: 022-2495 2955
• Website: www.alkemlabs.com
• CIN: L00305MH1973PLC174201
Dear Sirs,
Notice is hereby given to the Stock Exchanges under Regulation 29 read with Regulation 33 and
Regulation 42 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015
("Listing Regulations") that a meeting of the Board of Directors of the Company is scheduled to
be held on Friday, 7th February, 2020, inter alia:
(i) to consider and approve the Standalone and Consolidated Unaudited Financial Results
of the Company for the quarter and nine months ended 31 st December, 2019; and
(ii) to consider and approve Interim Dividend for the Financial Year 2019-2020.
The record date for the purpose of payment of interim dividend for the Financial Year 2019-2020,
would be Saturday, 15 th February, 2020, subject to declaration of the said interim dividend by the
Board of Directors in its meeting to be held on 7111 February, 2020.
Sincerely,
For Alkem Laboratories Limited
u ' A__}~
Manish Narang
C
~
==- i
President - Legal, Company Secretary & Compliance Officer
Business Responsibility Reports - FAQs
SEBI has, vide circular dated August 13, 2012, mandated inclusion of Business Responsibility
Report (BRR) as a part of the Annual Report for top 100 listed entities. The said reporting
requirement is in line with the 'National Voluntary Guidelines on Social, Environmental and
Economic Responsibilities of Business (NVGs)' notified by Ministry of Corporate Affairs,
Government of India, in July, 2011.
Listed below are Frequently Asked Questions (FAQs) regarding the aforesaid circular of SEBI
on Business Responsibility Reports. The FAQs have been developed in co-ordination with the
Indian Institute of Corporate Affairs (IICA) to ensure that they are in line with the intent of
NVGs.
A Business Responsibility Report contains a standardized format for companies to report the
actions undertaken by them towards adoption of responsible business practices. Business
Responsibility Report has been designed to provide basic information about the company,
information related to its performance and processes, and information on principles and core
elements of the Business Responsibility Reporting.
Page 1 of 8
Business Responsibility Reports - FAQs
The prescribed format of a Business Responsibility Report also provides a set of generic
reasons which the company can use for explaining their inability to adopt the business
responsibility policy.
Further, Business Responsibility Report has been designed as a tool to help companies
understand the principles and core elements of responsible business practices and start
implementing improvements which reflect their adoption in the manner the company
undertakes its business.
3. How should a listed company, which is not among the top 100, report as per Business
Responsibility Report?
The top 100 listed companies are mandatorily required to furnish the Business Responsibility
Report to the Stock Exchange where they are listed and publish the report on their websites.
Other listed companies are encouraged to follow guidelines and formats provided in SEBI's
Circular by including the Business Responsibility Report in their Annual Report and
publishing the same on the company’s website.
5. How should the Business Responsibility Report be prepared by the holding and
subsidiary companies where one of them is listed but may or may not be among the top
100?
The holding company and the subsidiary company are required to prepare separate Business
Responsibility Reports. As stipulated in the Circular issued by SEBI, the requirement of
including a Business responsibility Report is mandatory for the top 100 listed Companies.
Thus, any Company, Holding or Subsidiary, which falls among the top 100 listed
Companies, has to mandatorily furnish a Business Responsibility Report.
Page 2 of 8
Business Responsibility Reports - FAQs
6. How does an MNC which has its subsidiary in India and which produces a single
Global Reporting Initiative ("GRI") report, or an Indian listed company that already
publishes a GRI report for its operations, report its Business Responsibility Report?
Does it make a separate Business Responsibility Report or can it provide a linkage of
the Business Responsibility Report to the GRI report?
In case of an MNC which has its subsidiary in India and which produces a single Global
Reporting Initiative ("GRI") report, the subsidiary is required to prepare its separate Business
Responsibility Report highlighting the responsible business practices it has put in place in
India.
In case of an Indian listed company that already publishes a GRI report for its operations,
Clause 5 of the SEBI Circular says that those listed entities which have been submitting
sustainability reports to overseas regulatory agencies/stakeholders based on internationally
accepted reporting frameworks need not prepare a separate report for the purpose of these
guidelines but only furnish the same to their stakeholders along with the details of the
framework under which their Business Responsibility Report has been prepared and a
mapping of the principles contained in these guidelines to the disclosures made in their
sustainability reports. Sections D and E of the Business Responsibility Report provide the
minimum set of questions on which such mapping must necessarily be done. Clauses A, B
and C of the Business Responsibility Report contain generic questions which may easily be
filled out by companies.
7. Is there any penalty, existing or proposed, if a company listed among top 100 companies
on NSE or BSE fails to file a Business Responsibility Report?
SEBI views Business Responsibility Report as an enabling instrument for listed Companies
to integrate Environmental, Social and Governance (“ESG”) parameters into their core
business practices.
Page 3 of 8
Business Responsibility Reports - FAQs
8. Whether the Business Responsibility Report has to only cover the disclosure format
contained in Annexure 1 of SEBI Circular No. CIR/CFD/DIL/8/2012 on "Business
Responsibility Reports" dated August 13, 2012, or it also has to respond on the
Principles contained in Annexure 2?
Companies are free to furnish additional information which may not be covered under
specific Business Responsibility Report questions but may be relevant for Business
Responsibility reporting.
9. Can the Business Responsibility Report be in a format different from the one provided
in the Circular?
The format has been provided to capture information in a comparable manner which is
important to be adhered to. Companies are advised to follow the format so that the reports of
various companies are comparable to each other. Companies may, however, add tables,
graphs etc. to capture the data that enhance the quality of information.
10. Does Business Responsibility Report have to be a part of the annual report, or can it
form a separate document with the flexibility to be released earlier or later than the
annual report?
As per paragraph 5(a) of the SEBI Circular dated August 13, 2012, the requirement to
include Business Responsibility Report as a part of the Annual Report is mandatory for top
100 listed Companies based on market capitalisation at BSE and NSE as on March 31, 2012.
However, those listed Companies, which have been submitting sustainability reports to
overseas regulatory agencies/stakeholders based on internationally accepted reporting
frameworks, need not prepare a separate report for the purpose of the Circular but only have
to furnish the same to their stakeholders along with the details of the framework under which
Page 4 of 8
Business Responsibility Reports - FAQs
their Business Responsibility Report has been prepared and a mapping of the principles
contained in the SEBI Circular to the disclosures made in their sustainability reports.
In case the company is not providing full Business Responsibility Report and is providing
only the mapping of BRR in Annual Report, it is expected to ensure that such mapping is
carried out to the reports (which may be released earlier or later than the Annual Report) that
are drawn over same reporting period.
Companies may provide full Business Responsibility Report as a part of their Annual Report
or as a green initiative, host the Business Responsibility Report on their website and provide
appropriate reference to the same in the Annual Report. Companies may also provide
guidance on how a shareholder may request physical copy of the Business Responsibility
Report from the company, if so desired.
If the company provides the Annual Report mentioning that company publishes the
sustainability report under GRI framework along with a mapping as per the SEBI Circular
and Clause 55 of Listing Agreement and indicates that the sustainability report would be
available on its website providing website link for the same, it would be treated as sufficient
compliance of the clause 5(a) of the Circular dated August 13, 2012.
11. Does the Business Responsibility Report have to be submitted to any regulatory
authorities, or only uploading on the company’s own website is sufficient?
Business Responsibility Report has to be furnished to the Stock Exchange where it is listed in
electronic format.
12. Principle 1: If a company’s policy on bribery, ethics and corruption extends to some or
all of the indicated entities, how should a company report?
The company may specify the list of entities to which the company's policy is applicable
along with the Business Responsibility Report.
13. Principle 2: The Business Responsibility Report reporting format requires that a
company lists and provides details of up to three products/services whose design is
aligned with Principle 2; How does a company report if it does not have any such
Page 5 of 8
Business Responsibility Reports - FAQs
products or has less than three products that it can report on? How does a company
report if it has more than three products that it can report on?
The Business Responsibility Report asks for “up to 3 of your products or services”. Thus,
three is only an upper limit. In case a company has less than three such products/services, it
may report on the products/services it is having as on the date of reporting.
If the company has more than 3 products or services that can be reported, the company may
report on top 3 products or services based on their contribution to company's turnover.
The report should indicate what proportion of its inputs (by quantity or value) are sourced
from suppliers who are either covered by the company’s sustainable sourcing
programmes and/or are certified to be compliant with social and environmental standards
such as SA 8000, ISO 14001, OHSAS 18001 or relevant labels like Rainforest Alliance,
Rugmark, RSPO etc.
15. Principle 2: What is the meaning of “local” in reference to procurement of goods and
services?
"Local" would mean sourcing from the nearest possible place where goods of comparable
quality are available. This would mean, same village/ town/ state/ country as the context
might require. Further, only the producer will be considered as source, and not wholesaler or
retailer.
Page 6 of 8
Business Responsibility Reports - FAQs
16. Principle 2: What is the meaning of “small” in reference to procurement of goods and
services?
“Small” would typically mean one where the owner herself or himself is a worker and
includes informal and/or producers such as self-help groups and home-based workers as well
as producer-owned entities such as cooperatives, producer companies.
17. Principle 2: How does a company report on mechanisms to recycle products and waste?
How does a company report on ‘percentage’ of recycling of products and waste?
The company has to describe what mechanism it has in place to recycle its products
(including packaging) after consumption as well as for all wastes emerging out of its
manufacturing process -– solid, liquid and gas.
It has to report what percentage of its product & packaging are recyclable. It further has to
report what percentage of waste produced is recycled. These percentages are to be calculated
in terms of weight and not in terms of value.
18. Principle 4: How does a company identify “vulnerable and marginalized” stakeholders?
Page 7 of 8
Business Responsibility Reports - FAQs
19. Principle 4: How does a company report if it has mapped all the stakeholders but has
no formal mechanism to engage with them?
20. Principle 8: What is meant by impact assessment and how can a company do it?
Successful adoption means the extent of contribution of its resources, such as, human
economic, know-how etc., towards ESG initiative.
22. Principle 9: Does a company need to report on cases decided or pending or filed in any
of the judicial and quasi judicial authorities?
Page 8 of 8
List of companies that have not complied with the requirement of database
of Distinctive Numbers as per SEBI circular no. CIR/MRD/DP/10/2015 dated
June 05, 2015
BSE - CONFIDENTIAL
41 KENGOLD (INDIA) LIMITED INE680C01025
42 KHODAY INDIA LIMITED INE687B01014
43 K-LIFESTYLE & INDUSTRIES LIMITED INE218A01028
44 LCC INFOTECH LIMITED INE938A01021
45 LLOYDS FINANCE LIMITED INE174A01015
46 LML LIMITED INE862A01015
47 LYONS CORPORATE MARKET LIMITED INE100F01019
48 M K AROMATICS LIMITED INE180D01016
49 MAFATLAL FINANCE COMPANY LIMITED INE965B01014
50 MAFATLAL LUBRICANTS LIMITED INE521D01011
51 MAHANIVESH (INDIA) LIMITED INE641D01017
52 MIDEAST (INDIA) LIMITED INE844X01015
53 MODI HOOVER INTERNATIONAL LIMITED INE259D01018
54 MONICA ELECTRONICS LIMITED INE568C01014
55 MPL PLASTICS LIMITED INE343A01016
56 NACHMO KNITEX LIMITED INE228C01015
57 NEYCER INDIA LIMITED INE275N01013
58 NIJJER AGRO FOODS LIMITED INE847B01014
OLYMPIC MANAGEMENT & FINANCIAL
59 INE091N01014
SERVICES LIMITED
60 OMNI AXS SOFTWARE LIMITED INE369B01019
61 PADAM COTTON YARNS LIMITED INE448D01017
62 PAN INDIA CORPORATION LIMITED INE376A01032
63 PIONEER AGRO EXTRACTS LTD INE062E01014
PROGRESSIVE EXTRACTIONS & EXPORTS
64 INE421E01012
LIMITED
65 RAJESWARI INFRASTRUCTURE LIMITED INE016C01014
66 RANE COMPUTERS CONSULTANCY LTD. INE749C01010
REAL GROWTH COMMERCIAL ENTERPRISES
67 INE836D01013
LIMITED
68 REGENCY WORLD CONSUNTING LIMITED INE419C01010
69 REVATI ORGANICS LTD. INE270D01015
70 SANCIA GLOBAL INFRAPROJECTS LIMITED INE391H01010
71 SAUMYA CAPITAL LIMITED INE365L01016
72 SBI HOME FINANCE LIMITED INE627A01012
SHARMA EAST INDIA HOSPITALS & MEDICAL
73 INE465H01012
RESEARCH LIMITED
74 SHREE ASHTAVINAYAK CINE VISION LTD INE538H01024
75 SHREEJAL INFO HUBS LIMITED INE765C01024
76 SHUBH POULTRIES LIMITED INE326V01017
77 SM ENERGY TEKNIK & ELECTRONICS LTD. INE540D01011
78 SMS TECHSOFT (INDIA) LIMITED INE648B01024
79 SOLITAIRE INVESTMENTS COMPANY LTD INE416G01017
80 SOM DISTILLERIES AND BREWERIES LIMITED INE480C01012
81 SRIVEN MULTI-TECH LIMITED INE004B01012
82 STERLING POWERGENSYS LIMITED INE067E01013
83 STEWARTS AND LLOYDS OF INDIA LTD INE356D01012
84 STI GRANITE INDIA LIMITED INE057G01019
BSE - CONFIDENTIAL
85 SUN SOURCE (INDIA) LIMITED INE320F01013
86 SUNBRIGHT STOCK BROKING LIMITED INE476D01026
87 SUPER DOMESTIC MACHINES LIMITED INE215Q01012
88 SUPER SYNCOTEX (INDIA) LIMITED INE542D01017
89 TAMILNADU TELECOMMMUNICATIONS LTD INE141D01018
90 TECHTREK INDIA LIMITED INE892N01015
91 TEEM LABORATORIES LIMITED INE202D01018
92 TELEPHONE CABLES LIMITED INE745C01018
93 TIMBOR HOME LIMITED INE346L01016
94 TWILIGHT LITAKA PHARMA LIMITED INE783B01029
95 UNIWORTH INTERNATIONAL LIMITED INE760D01015
96 VAX HOUSING FINANCE CORPORATION LTD INE761B01017
97 VCCL LIMITED INE460E01010
98 VENUS UNIVERSAL LIMITED INE381C01020
99 WATSON SOFTWARE LIMITED INE950B01016
100 WILLARD INDIA LIMITED INE481D01018
101 WISEC GLOBAL LTD INE638C01015
102 ZEL JEWELLERS LIMITED INE513F01013
BSE - CONFIDENTIAL
FREQUENTLY ASKED QUESTIONS
These FAQs offer only a simplistic explanation/clarification of terms/concepts related to the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 [“Listing Regulations”] and
SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009 [“ICDR Regulations”]. Any
such explanation / clarification that is provided herein should not be regarded as an interpretation
of law by BSE nor be treated as a binding opinion/guidance from the BSE or Securities and
Exchange Board of India [“SEBI”]. For full particulars of laws governing the Listing Regulations,
please refer to actual text of the Acts/Regulations/Circulars.
Contents
NAME CHANGE ............................................................................................................................................. 2
QIP PLACEMENT ............................................................................................................................................ 3
SCHEMES OF ARRANGEMENT ....................................................................................................................... 4
PREFERENTIAL ISSUE ..................................................................................................................................... 5
APPLICATION FOR LISTING OF SECURITIES ON STOCK EXCHANGES ............................................................. 6
RESERVATION ON COMPETITIVE BASIS – ESOPS .......................................................................................... 7
NAME CHANGE
SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015
1. Whether a listed entity that has listed its specified securities is required to take Stock
Exchange’s approval before changing its name?
Yes. As per regulation 45(3), before filing the request for change of name with the
Registrar of Companies in terms of provisions laid down in Companies Act, 2013 and rules
made thereunder, the listed entity shall seek approval from Stock Exchange by submitting
specified information in the required format. Please see the requirements at -
Name_Change.
2. When should the application seeking Stock Exchange’s approval for the name change
be filed by the listed entity which has listed its specified securities?
On receipt of confirmation regarding name availability from Registrar of Companies and
before filing the request for change of name with the Registrar of companies the listed
entity should seek approval from the Stock Exchange. [Please refer Regulation 45(3)]
Back to Top
QIP PLACEMENT
SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015
2. Whether prior intimation of Board of Director’s meeting for determination of issue price
is required to be given to Stock Exchange?
Yes. As per Regulation 29(1)(d) read with Regulation 29(2) at least two working days
advance notice is required to be given to Stock Exchanges excluding the date of intimation
and date of the meeting which is convened for the determination of issue price including
the issue price for the QIP issue.
Back to Top
SCHEMES OF ARRANGEMENT
SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015
1. What is the validity of the ‘Observation Letter’ or No-objection letter issued by the Stock
Exchanges on the draft scheme of arrangement and what is the meaning of validity?
The validity of the ‘Observation Letter’ or No-objection letter issued by the Stock
Exchanges is six months from the date of issuance, within which the draft scheme shall
be submitted to the National Company Law Tribunal (NCLT). [Please see Regulation 37(3)]
2. What is the process required to be followed for the scheme of merger of wholly owned
subsidiary company with the holding company?
The listed entity shall submit with the Exchange the draft scheme of merger of WOS
(includes step down subsidiary) along with the certified copy of Board of Directors
resolution approving the scheme which will be uploaded on the Exchange’s website for
information. This would be deemed sufficient compliance. [Please see Regulation 37(6)].
3. When does the information pertaining to unlisted company, as mentioned in Para 3(a)
of Annexure I of SEBI circular dated March 10, 2017, needs to be filed with the Stock
Exchange?
It is advised that information pertaining to unlisted company as per the format along with
the Due Diligence certificate from the SEBI Registered Merchant Banker shall be
submitted with the Exchanges at the time of filing the draft scheme under Regulation 37
seeking Exchange’s Observation letter / No-objection certificate. Same will be uploaded
in the Exchange’s website along with the other scheme related documents.
Back to Top
PREFERENTIAL ISSUE
SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE
REQUIREMENTS) REGULATIONS, 2009
2. What is the recourse available to the company if it has not made the preferential
allotment of securities within 15 days from the date of the shareholders’ approval /
approval or permission of the applicable regulatory authority?
In these cases, the company shall take the fresh approval from the shareholders and the
relevant date for determining the price of specified securities under chapter VII will be
taken with reference to the date of the latter special resolution. [Refer Regulation 74 (2)]
Back to Top
APPLICATION FOR LISTING OF SECURITIES ON STOCK EXCHANGES
SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE
REQUIREMENTS) REGULATIONS, 2009
1. Within what time the application for listing of further securities shall be made by the
listed entities?
As per Regulation 108 (2) the issuer or the issuing company shall make an application for
listing within 20 days from the date of allotment. In case of delay in making application
for listing beyond 20 days, the issuer or the issuing company, as the case may be, shall
pay penal interest to allottees for each day of delay at the rate of at least ten per cent.
per annum from the expiry of thirty days from date of allotment till the listing of such
securities to the allottees [Refer Regulation 108(3)]
Back to Top
RESERVATION ON COMPETITIVE BASIS – ESOPS
SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE
REQUIREMENTS) REGULATIONS, 2009
Back to Top
~aTna RISING-REALTY
Respected Sir/Madam,
Thanking you,
Yours Faithfully,
Scrutinizer Details
Name of the Scrutinizer Anand Lavingia
Firms Name Anand Lavincia
Qualification cs
Membership Number A26458
Date of Issuance of Report to the company 29-01-2020
Voting results
Record date 24-01-2020
Total number of shareholders on record date 108
No. of shareholders present in the meeting either in person or throue:h proxv
a) Promoters and Promoter grouo 6
bl Public 1
No. of shareholders attended the meeting through video conferencine:
a) Promoters and Promoter group 0
bl Public 0
No. of resolution passed in the meeting 1
.(11
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.gr:up are
I h. the a.e~d. No
Description of resolution To take note of name _:h';!'Lge. of "I Auditoc Finn fcom
~~:' & Associates, Ahmedabad
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1151 45W) due t~FRN:~; ~~e;c;;;; M i s . DJNV & Co.,
% of % of % of
Categor Mode of
No. of No. of Votes No. of No. of vote s in Votes
shares votes polled on votes - in votes - favour on against
y voting
held polled outstandi against
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favour on votes
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I Total .OOC
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I Total 0 0 0 0 0- 0 0
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os 0 0
Total 20 0.000 0000
Total 100 0000
,., N, 'es
OS
• •
( Anand LaVIng1a
(B.Com., LLB (Spl.) ACS)
Practicing Company Secretary
To,
Chairman
of Extra-Ordinary General Meeting No. (EOGM NO. 01/2019-20) ("EoGM") of the Equity Shareholders
of Ratnabhuml Developers Limited ("the Company") held on Tuesday, January 28, 2020 at 04.00 P.M.
at the Registered office of the Company situated at S.F. 207, Turquoise, Panchvatf Panch Rasta, Nr.
White House E.B., C.G. Road A hmedabad - 380 009, Gujarat (India).
Dear Sir,
I, Mr. Anand Lavingla, appointed as Scrutinizer, pursuant to Section 109 of the Companies Act, 2013 read
with Rule 21 of the Companies (Management and Administration) Rules, 2014 as amended from t1me to
time, for the purpose of the poll taken In respect of businesses set forth in the notice of Extra-Ordinary
General Meeting No. (EOGM NO. 01 /2019-20) ("EoGM") of the Equity Shareholders of Ratnabhumi
Developers Limited ("the Company") held on Tuesday, January 28, 2020 at 04.00 P.M. at the Registered
office of the Company situated at S.F. 207, Turquoise, Panchvati Panch Rasta, Nr. White House E.B., C.G.
Road Ahmedabad 380 009, Gujarat (India).
As per the Notke of EoGM, business to take note of name change of Statutory Auditor Firm from Mis. ANA
& Associates, Chartered Accountants, Ahmedabad (FRN: 130797W) to M/s. DJNV & Co., Chartered
Accountants, (FRN: 115145W) due to Its merger into M/s. DJNV & Co., Chartered Accountants, (FRN:
115145W) was proposed for the approval of Members through poll at the EOGM;
I was provided with the Register of Members, Attendance Register, Register of Proxies and other
necessary documents as req·uired by me.
I hereby report as under;
1. After the time fixed for closing of the poll by the Chairman, one empty ballot box was kept for polling
which was locked and sealed by me in presence of members present at the Meeting with due
identification marks placed by me.
2. The poll papers were distributed to the Members present and • explained the Members "how to Vote
through Poll Papers" and requested them to fill the Poll paper and drop them in Empty Ballot Box
referred in Clause 1 of this report.
3. Then after, after filling the Poll Papers, the Members had dropped the Poll Papers in Empty Ballot
Box.
4. The locked ballot box was subsequently opened by me in the presence of two persons as witnesses
after the voting process ls over and poll papers were diligently scrutinized. The poll papers were
reconciled with the records maintained by the Company/Registrar and Transfer Agents of the
Company.
5. I did not find any Ballot Paper as Invalid.
6. No Proxy Form was received by the Company.
Office No. 415-416, 4th Floor. Pushpam Complex, Opp. Seema Hall, 100 Feet Ring Road
Satellite, Ahmedabad - 380 051. Gujarat. India Page 1' of 3
Place:Ahmedabad
Date:January 29, 2020
ACS No.: 26458 C. P. No.: 11410
UDIN: AO �b L\ � � � 0o O IO q- go�
Declaration
1.. The locked and sealed Ballot Box was opened in our presence at the office of Mr. Anand Lavingia, the
scrutinizer.
Witness 1: Witness 2:
Ms. Shivoni Pathak Ms. Himani Thakkar
Encl: Annexure
Countered by
For, Ratnabhuml Developers Limited
r0v= J_6_
Chairman of EoGM
Office No. 415-416, 4th Floor, Pushpam Complex, Opp Seema Hall, 100 Feet Ring �o:�
Satellite, Ahmedabad - 380 051. Guiarat. India ,g of 3
0/Fax : 079-40051702 M. : +91 94270 49481 E-mail : krishivadvisory@gmail.com
os An~nd Lavingia
(B .Com., ll.B (Spl.) ACS)
Practicing Company Secretary
Annexure
RESULT OF POLL ON BUSINESSES PROPOSED FOR THE APPROVAL OF MEMBERS
THROUGH POLL AT THE EOGIoI NO. 01/2019-20 OF THE EQUITV SHAREHOLDERS OF
RA TNABHUIoII DEVELOPERS LIMITED
Resolution 1:
To take note of name change of Statutory Auditor Firm from lolls. ANA & Associates, Chartered
Accountants , Ahmedabad (FRN: 130797W) to lolls. DJNV & Co., Chartered Accountants, (FRN:
11 51-45W) due to its merger into lolls. DJNV & Co., Chartered Accountants, (FRN: 1151 -45W):
iii. Total Votes Cast:
07 10000000
07 10000000
07 10000000 100.00
Number of members present and Number of votes cast by " of total number of valid votes
votillj (in person or by proxy) them cast
Total number of members (in person or by proxy) Total number of votes cast by them
whose votes were declared Invalid
Office No. 415-416, 4th Floor, Pushpam Complex, Opp. Seema Hall, 100 Feet Ring Roadj
Satellite, Ahmedabad - 380 051. Gujarat, India Page of 3
O/Fax: 079-40051702 M.: +91 9427049481 E-mail: krishivadvisory@gmail.com
@cK BIRLA GROUP
TOGETHER, WE BUILD.
To To
The Department of Corporate Services -CRD National Stock Exchange of India Limited
Bombay Stock Exchange Ltd 5th Floor, Exchange Plaza
P.J.Towers, Dalal Street Bandra (E), MUMBAI - 400 051
MUMBAI -400 001
Scrip Code: 509675/HIL Scrip Symbol: HIL
Dear Sir,
With reference to above, we would like to intimate that the Meeting of the Board of Directors of the
Company is scheduled to be held on Thursday, February 13, 2020 at 4.15 PM at 10th Floor, Birla Towers,
Barakhamba Road, New Delhi-110001, lnter-alia to consider and take on record, among other matters the
following:
1. To approve Un-audited Standalone & Consolidated financial results of the Company for the quarter
and nine months ended December 31, 2019 and
2. To consider and approve declaration of Interim Dividend for the Financial Year 2019-20, if any.
This is also to inform that as per "HIL Limited Code of Conduct for Prohibition of Insider Trading" framed
pursuant to SEBI (Prohibition of Insider Trading) Regulations, 2015, the trading window for dealing in
securities of the Company shall remain closed for all Designated Employees and such other employees of
the Company who are in possession of any unpublished price sensitive information, irrespective of their
designation till February 15, 2020 (till end of business hours) with regard to declaration of the Unaudited
Standalone & Consolidated Financial Results for the quarter and nine months ended December 31, 2019.
You are requested to kindly take the same on record and acknowledge the receipt of the same.
January 29, 2020
To,
BSE Limited National Stock Exchange of India Limited
Security Code - 517385 Symbol - SYMPHONY
Dear Sir,
We hereby inform you that the meeting of the Board of Directors of the Company is scheduled
to be held on Friday, February 7, 2020 at Symphony House, FP12-TPSO, Bodakdev, Off. 5.G.
Highway, Ahmedabad - 380 059, inter alia, to consider and approve the following:
1. Un-audited standalone and consolidated financial results for the third quarter/ nine
months ended on December 31, 2019;
2. 3° interim dividend on equity shares, if any, for the financial year 2019-20.
This is in due compliance of Regulation 29 and other applicable provisions, if any, of the SEBI
Listing Regulations.
Thanking You,
Yours truly,
For Symphony Limited
Se
Mayur Barvadiya
Company Secretary
Email: companysecretary@symphonylimited.com
Symphony Limited, FP12-TP50 Bodakdev, Off SG Highway, Ahmedabad 380 059, India
T: +91-79-66211111, F: +91-79-66211140 | www.symphonylimited.com
CIN - L32201G1988PLC010331
January 29, 2020
To,
BSE Limited National Stock Exchange of India Limited
Security Code - 517385 Symbol - SYMPHONY
Sub.: Intimation of record date pursuant to Regulation 42 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.
Dear Sir/Madam,
We hereby inform you that the Company has fixed Wednesday, February 19, 2020, as Record
Date for payment of 3" interim dividend for the financial year 2019-20, if any, declared by the
Board at its meeting to be held on February 7, 2020.
From To
If 3° interim dividend is declared by the Board at its aforesaid meeting, shareholders whose
names appear (a) as beneficial owners in the statement(s) furnished by the Depository(ies) and
(b) as members in Register of Members of the Company as on the close of business hours on
February 19, 2020, would be entitled to the said Interim Dividend.
This is in due Compliance of Regulation 42 and other applicable provisions, if any of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015.
Thanking You,
Yours Truly,
For Symphony Limited fort Lia,
Mayur Barvadiya { Se ae
Company Secretary ‘ “ #
Email: companysecretary@symphonylimited.com
Symphony Limited, FP12-TP50 Bodakdev, Off SG Highway, Ahmedabad 380 059, india
T. +91-79-66211111, F: +91-79-66211140 | www.symphonytimited.com
CIN - (32201GJ1988PLCO10331
Date: January 29, 2020
To,
Dear Sir/Madam,
1. To consider and approve the Unaudited Financial Results (Standalone and Consolidated) of the
Company for the third quarter and nine months ended December 31,, 2019 as prescribed under
Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements)
Requirement Regulations, 2015,
as amended from time to time;
2. To consider the Limited Review Report (Standalone and Consolidated) for the third quarter
and nine months ended December 31,
31 2019;
The Interim Dividend, if declared, shall be paid to the equity shareholders of the Company whose
names appear on the Register of Members of the Company or in the records of the Depositories as
beneficial owners
wners of the shares as on Friday, February 21, 2020 which is the record date
d fixed for
the purpose.
Further kindly note that pursuant to the SEBI (Prohibition of Insider Trading) Regulation, 2015, as
amended from time to time, e, the trading window of the Company has been closed from January 01,
2020 and shall remain closed till 48 hours from the announcement/declaration of the Un-audited
Un
Financial results of the Company for the third quarter and nine months ended December 31, 2019.
Accordingly,
ccordingly, the trading window shall remain closed from Wednesday,
Wednesday January 01, 2020 till
Thursday, February 13, 2020 (both days inclusive).
Thanking you.
Yours sincerely,
Date: January 29, 2020
To,
Dear Sir/Madam,
1. To consider and approve the Unaudited Financial Results (Standalone and Consolidated) of the
Company for the third quarter and nine months ended December 31,, 2019 as prescribed under
Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements)
Requirement Regulations, 2015,
as amended from time to time;
2. To consider the Limited Review Report (Standalone and Consolidated) for the third quarter
and nine months ended December 31,
31 2019;
The Interim Dividend, if declared, shall be paid to the equity shareholders of the Company whose
names appear on the Register of Members of the Company or in the records of the Depositories as
beneficial owners
wners of the shares as on Friday, February 21, 2020 which is the record date
d fixed for
the purpose.
Further kindly note that pursuant to the SEBI (Prohibition of Insider Trading) Regulation, 2015, as
amended from time to time, e, the trading window of the Company has been closed from January 01,
2020 and shall remain closed till 48 hours from the announcement/declaration of the Un-audited
Un
Financial results of the Company for the third quarter and nine months ended December 31, 2019.
Accordingly,
ccordingly, the trading window shall remain closed from Wednesday,
Wednesday January 01, 2020 till
Thursday, February 13, 2020 (both days inclusive).
Thanking you.
Yours sincerely,
TILAKNAGAR INDUSTRIES LTD.
ONLINE FILING
To,
The Manager (Listing),
BSE Limited,
P.J. Towers, Dalal Street,
Mumbai - 400 00 1
Ph: 0 22 2272 5092/3030
Fax: 022 2272 3353
Pursuant to Regulation 42 of the SEBI (LODR) Regulations, 2015, the Record Date of the
Company is Saturday, February 15, 2020 for the purpose of Extra-Ordinary General Meeting.
Kindly take the same on your record and display the same on the website of your Stock
Exchange.
Thanking you,
Yours faithfully,
For Tilaknagar
ndustries Ltd. ~·<~~
.,r.,1~ I""'
f
b'
rav T akur
Company Secretary
· \ ,._..__,Jl:J!,x1)
~~~."
~o/'
. (:<!').
i'ot •
Corp. Office: Industrial Assurance Building, 3rd Floor, Regd. Office: P.O. Tiloknogor, Toi. Shrirompur,
Churchgote, Mumbai, Maharashtra - 400 020, Indio Dist. Ahmednogor, Maharashtra 413 720, Indio
P +91 (22) 2283 1716/18 F +91 (22) 2204 6904 p +91 (2422) 265 23 I 265 032 F +91 (2422) 265 135
E tiliquor@tilind.com E regoff@tilind.com
NHPC Limited
(A Government of India Enterprise)
~-400
.:>
001 ~-400
.:>
051
Scrip Code: 533098 Scrip Code: NHPC
ISIN: INE848E01016
Sub: Consideration of Interim Dividend for the FY 2019-20
~: fctrn" rt 201 9-20 ~ ~ 3rafu:r ~r ~ fcreR" ~ d ~
Sir/Madam ,
In continuation to our earlier letter of even number dated 21.01.2020 and in compliance to
Regulation 29 of SEBI (Listing Obligations a nd Disclosure Requirements) Regulations, 2015, it is to
inform that the Board of Directors in its meeting scheduled to be held on Friday, i h February, 2020
inter-alia may also consider the proposa l of interim dividend on equity sha re capital of the Company for
the FY 201 9-20.
~ qc§- tr:r fua1tCfl 21.01 .2020 Cf1T ~ mci ~ ~ mlT (f°Aff:C:a I C'<I flkcii ~ '71 Cfltl cfl'( aI
" .:>
3TICf~"lf"Cf1(1T3-IT) fclf.::l OQJ"t<Tt, 2015 c)1 f.::l 'QJ"t<Tt 29 c)1 .31aRITT" ~ Bftt1fcnm\J1TC1T6 fcl:; ~TSf)cITT". 7 ~. 2020
.:> " .:>
Cf1T 3i 1'Q1f81 a ~ ~ fa1t~T"Cf1" "Rs<>r ~ ~ ;A- ~ J1c.T c)1 m fctm ~ 2019-20 c)1 ~ ~ ~ ~
~m ci0fr q"{ ~ ~r c)1 ~ q"{ ~ fcrt:rn" f<!nm ~ 1
"
~ <t>llif<"fli : i:;.:r ~ -QT ~ 3llfllHJ ¢1RlSICffi, ~-33, Q>:t)Gi~IG - 121 003, t:RlllOll
Regd . Office: NHPC Office Complex, Sector-33, Faridabad - 121 003 , Haryana
CIN: L40101 HR1975GOI032564; Website : www.nhpcindia.com
E-mail : webmaster@nhpc.nic.in; EPABX No. : 0129-258811 0/2588500
f.NR;fi ~ ~ ~lct>llla1 cf; ~ 1912 ~<JR I Dial 1912 for Complaints on Electricity
Date: January 28, 2020
To
The Corporate Relations Department The Corporate Relations Department
The National Stock Exchange of India Limited Department of Corporate Services
Exchange Plaza, 5th Floor BSE Limited
Plot No. C/1, G-Block 25th Floor, Phiroze Jeejeebhoy Towers,
Bandra-Kurla Complex Dalal Street, Mumbai 400001
Bandra (E), Mumbai 400051
Subject: Board Meeting for considering the financial results for the quarter and nine months ended
December 31, 2019
Dear Sir/Madam,
We wish to inform you that a Meeting of the Board of Directors of Embassy Office Parks Management
Services Private Limited, the Manager to Embassy Office Parks REIT shall be held on Friday, February 14,
2020 in Mumbai to, inter alia, consider and approve the following:
i. Unaudited Condensed Standalone and Condensed Consolidated Financial Results of Embassy Office
Parks REIT for the quarter and nine months ended December 31, 2019 subject to limited review by
the statutory auditors; and
ii. Declaration of distribution to Unitholders of Embassy Office Parks REIT for the quarter ended
December 31, 2019.
We also wish to inform you that the record date for the proposed distribution to Unitholders for the quarter
ended December 31, 2019 will be February 24, 2020 (subject to approval by the Board of Directors of
Embassy Office Parks Management Services Private Limited) and the payment of distribution is proposed to
be made on or before February 29, 2020.
Dear Sir,
a. Un-audited Standalone and Consolidated Financial Results for the quarter ended
December 31, 2019 along with Fact Sheet & web presentation;
b. Unqualified Limited Review Report issued by SR Batliboi & Associates LLP, Statutory
Auditors of the Company for the quarter ended December 31, 2019.
The Board has also declared second interim dividend of Rs. 10/- (Rupees Ten only) per
Equity Share i.e. at the rate of 100% on the face value of Rs. 10/- each fully paid-up, for
the financial year 2019-20.
harma
Secretary & Legal Counsel
FCS 6218
5 Pursuant to the Share Purchase agreemenl detect April 6 2019, the Company has sold lls entire ~take of 86.99% shareholding In
ESRI India Technologies Ll<niled (ESRI lnd:a) to ESRI Inc, USA (existing 9.90% Shareholder of ESR1 tr1d1a) at a consideration ol
Rs. 897 Mn. on May 13, 2019 resulting in gai n or Rs 888 Mn
6 Errectlve Aprll 1, 2019, the Company adopted Ind AS 116 on "Leases", as appllcaole lo ell lease c ontracts existing on April 1, 20 18
using the modified relrospective melhod anti h as taken the cumulallve adjustment to retained earnings, on the date of Ini1tal
application Accordingly, compa ratives for the year end ed March 31, 2019 have not been retrospectlvoly adjusted On transition,
the adoption of the new standard resulted In recognition of Right-of-Use asset (ROU) of l~s 196 Mn, and a lea se liability of Rs 242
Mn. The cumulative effect of applying the standard resulted In Rs 31 Mn being debited to retained earnings, net of taxes of Rs 15
Mn. The effect of this adoption is insignificant on tho profit for the penocl and earnings per share
7 The Board of Directors ('Board·) of the Company at their meeting held on December 23, 2019 has, subject to the approval of the
shareholders of the Company by way of a special resolution and approvals of statutory, regulatory or governmental authonlies as
may be required under applicable laws, approved a buyback of up to 19,56,290 fully paid up equity shares 01 face value Rs 10/-
each of the Company from the existing SharehOlders holding equity shares of the Company on a propoJ1lonate basis U1rough the
• te nder offer" method through the Stock Exchange mechanism as prescribed under the Secunties and Exchange Board of India
(Buy Back of SecuriI1es) Regulations, 2018, read With SEBI Circular CIR/CFD/POLICYCELU1/2016 dated Apnl 13, 2015 and the
SFBI Circular CFD/DCR2/CIR/P/2016/ 131 dated December 9, 2016 at a price of lNR 1,725/- p!lr equity share of INR 10/- each
payable rn cash for an aggregate amount not exceeding Rs. 337.46,00,250/-. The otfer size of the Buyback represents up to 3 13%
of the paid-up equity share capllal of Iha Company The Board in its meeting dated December 2 3, 2019 has also approved the
Postal Ballot Notice pursuant to Section 108 and Section 11 O (1) (a) of the Companies Act, 2013, read wiU1 Rule 20 and Rule 22 of
the Companies (Management and Administration) Rules, 2014, as amended. The e-voting commenced on January 15, 2020 and
shall end on February 13, 2020 The resulls of the Postal Ballot shall be declared on or before February 15, 2020.
8 The Board of Directors at its meellng held on Ja nuary 29, 2020 has declared an lnterrm div,dend of Rs. 10 per equity share and
the record dote fixed for the purpose of interrm dividend is Februa1y 10, 2020 In addition to th1S the Company has di&trlbuted
interim dividend amounting lo Rs 624 Mn during the qut1rter.
9 Previous year/ period figures have been reclassified to conform to current year/ period's classification
By orde\ of U1e~
,n1fj,,..
rd
Rs. In Mn
· 11.1.
·r Revenue ·tro1if Opl!mlions
u.· Other !nco1rn~
Ill Total
iv F..xpenct,ttum
'a) Pur:lw_s·es_.or<s_\qCk-.!n~ trade 59 !)88 127 291
b)- Ch,ar1~J<,S in fnventQ.r:ies of stocl<" in- trade (1) (~)
c)_ Et:nPl?Jie:e.q~.nefits.~xpens_~ 6,544 6,276 5,986 15,769 ~1,532
d) f:lna11ce,c(l.~t~ 2e 44 20 58 92
_ci·ne_pr¢~/.~~iWi}i_nd i3rnqfiiz!liior1 exponse 449 447 ·314 '!J4!i 1,248
I f) ou,qr-Qxpe,nses i;s2e 2,095 ~.2,5$ 6,377 e.454
. < $lsl,Totiil, <: .-> .< ..
-~.. --~---------+--9~,~~•~i B,960 8;2~.7 23,273 31 ;617
v ProJl~e·.~u~ma_t_ Items and·tax (ill-IV) ,., _·-· ~1~ 1,496 ....
..,6~2~1--+-~1~;5~2~7---1,-~"~.:';~-~ , 4;229 5,680
VJ Exception{!! ile.ms 56
--------!-·-~'•cc62=.1,_
Vil -~E?_flt b'efoccro:..:.~r~ax~·u{Y,.,~_V~I,_) i .527 1,196 4,229 ,, -·· 6,624
VJU Tait Ex_pe11se.
- current 1ax 418 1,084 1,387
- Oeferred•ta-x. 27 23 10
JX Pro.tit for'-the' P~{l.od ·fi"Om co!'ltlnuJng 1io·s1 .'.M22 4,221
Ol)i,lratlOJis {\/jljfl.10,
Profil:attriblltabh] to owners of N!JT Techno!og!es 1,233 1,195 1,002 3,304 ?,,978 4,033
Limlled
Profit attiibuUtDle·.10 NQfl':Co.ntr'Olling interests 52 56 49 130 ,,, .......... 188
X ()ther-Co,,.f1.J:.l'i:~!lb"~~l\/~·-1nCQ!'(l~·. .
A. llertw _t.flat Wt'( ho_ re_fJ/a_s_slft'efl_fo profit or /o~s
Deferr_cxt_wll_nsf {{9~s):<)f\ casli flow 11Cd!J0S (167) (115} '1:30 (23V) 137 254
£,:xc_har'lge ,Pl_(f~f~.'::'ces..on Trans!af[on of 404 40 (418) 362 ~5 37
Fo.re_ig~ .'Q,P~{~t:~o.r_S': . .' . I
/ncof!la..t_ax:r,e,.l~.O_Q.~)9Jt~inS. ·111~1 ·will tl~ 29 (1,.14) 61 ' (37) (88) ..
0
r_a_ylqssif,1:e.d-.t9::pr_~{~·-?_['19~~ ·. I•
I
EJ,J(ems .thai-wflf,_l},.°r;_y~f~~~?Sifif.~ lo piofil or .
·-:"::,
... .' . /Oss . _>"-·: _-;,.'.':_,.::/·--'<:<:-'i.' :
I
i .
•<:: _Re_m.eas_u~r,rt~pt:pJ JtO~t.:~;,~rj-lp)Oyfri~nt (36) 9 10 (35) 49 36
......
; !)_erier·roRll~~1i,qijs.,:,<.e1iJWl1_8¢$f{ )J1CO'me
. . ··: · lnpome-tqx:_ ~~W.1!!}9.'ltWrs. lljal wilt-not be 12 (4) 12 (17) (10) .
. ·.. .. reclas$_ffie~-1?,:P.\9f(t;°:J:IO$S.
.· . TotJL,.~··· '.• . •. i ,,,,-~-~1--·-="'i25L__ ~---i31t~ __J~-- 162 157 246
Xl. Tota! c9mp.refl_f~l.~l.\~e. . !.tt,.co{Jf},.Q,.r,t_ho p·e~(.Od :1,!>42 · . 1,220_ . S.55 3,596 ·s;,27p 4;461-
... (_Co_mprlsln_g ~f,Qf_lJ:,:~,rt1ff?tt_ier.Oofttprohtms_!w .
_l_ttc'ome 'fof_.(119" p,.~~~?~) .· .
-:-.-~-.. -"- ',-"<' •
. Attrl_tiu_ta·o.1,e iq_:-._'_. :·:: · :,·. :..· _ ·..· ·.
. 896 3,46tl 3;:!25
: i·'. Owners:otN.lJI.;I~?l~n.9l~gf_es L!l)lited 1_;480 1,164 4,27fl
.
Non-Contrornno lril_e_re~ts,_ ., . :· · '""'N,,-------+--'-~"""'c.·.c...--1----"5"'0_ _-1~••-·' yi ·__ 130 154. · 1BR
.
XU Paid up .Eq_ufly . ~hO:f'.C..CiJ,Pl.t~I
. (Face Value .of Rs,:1,0 e~ch. ftJl)y.p°(:l!d) 625 624 616 6:Z-5 616 61?
. 1x·,,·, EarninQ$ Per' Stiqre :(>f-B~' -1P(~tl9h) ----1--~-~
.,.-,.~""" ·*--·--, "· , •~',v"'w~-'-
. .
Basic ' '.19.75 _19,25 53.21 4840 65.49
, .. □!!ut0d _:'·-:.· :·. ·:.· ,.:
1.9,$9 1Q.12 ·. }:~t. .
52.85
. ·· . .
' -:·. ', ',
47;a2 64,7:-1
.· · .
;
i
. · •• ... . .
Selected explanatory notes to the Consolidated Financial Results for tho Quarter and Nine Months period ended December 31, 2019
1 The above results were revlt'Wed and mcornmend(ld by the Audit Committee al the meeting held on January 28, 2020 and appmved by U1e Board of Directors at their
meeting held on January 20, 2020
2 The f111anc.1al results have been prepared in accord.ince w,th applicable Indian Accounting Standards as prescribed under Section 133 of tho Companies Ac1. ?013 read
w,th Rule 3 of the Companies (Indian Accounting Standards) Rules 2015 and 1elovan1 amendment rules thereafter
3 During the quarter ended December 3 I,2Cl19, p11rsuant to Fmployeos Slack Option Plan 2005, 65,000 options were exeIc,sed. 28,800 were lapsed from various Grams
and 234,550 options were outstanding as 011 Dec:em~r 31 2019 issueo on Vdrim,s dat%
4 Segm,,n• nrormaUon al Con~o•1dated level
l Corresptmdlng 3
Ye,irto date Vear to date
--- -
3 Months ended 3 Months ended figures for the figun.-s for the Previous year
months enttod
December 31, September 30, current poriod previous period ended March
December
2019 2019 ended December ended Decombor 31,2019
31,2018
Notes to segment mformatlon : (a} The Chief Operallng Decision Maker I e., the Chief Executive Officer (CEO), primarily uses a measure of revenue and adjusted
Earnings before Interest, Tax, Depreciation and Amortisation (Adjusted EBITDA) to assess the per1om1ance of the oporallng segments Earnings before Interest, Ta)(,
Depreciation and Amortisation is adJusted with other income and foreign exchange differences to nrrive at Adjusted E13ITDA. Assets ancl llabllilles used in the group's
business are not identilied lo any of the reportable segments, as these are used interctiangeably between segments Accordingly, the CEO does not review assets and
liabilities at reportable segments level
(b) As per Ind AS ·100 on 'Operating Segments', the Company has disclosed the segment inforrnati(ln only as paIt of the consolidated financial results
5 l:xceptional Items during the previous year ended MaIch 31,2019 represent amounts recorded on Group's re-assessment of certain tax positions and during the period
ended December 31, 2019 represent settlement/ recovery of amounts pertarntng to such taxAs
6 On April 6, 201 o, the Company executed a Sham Purchase Agreement with shareholders of Wlllshworks IT Consulling Private Llmite:J ("Whlshworks"} for acquisition of
57.6% stake In Whlshwort<s against consideration of Rs 1,494 Mn. As per the terms or the agreement, the Company will acquire the remaining stake of In two !ranches and
accordingly it has recorded financial liability for future acquisition for the 42.4% stake and derecognised the liability towards non controlling Interest On acquisition. the
Company recorded identifiable assets basis preliminary fair valuation The purchase price allocation was finalised dunng the cuirent quaretr resulting In Insignificant impact
on the results.
7 Pursuant to the Shore Purchase agreement dated April o, 2019, the Company has sol d Its entire slake of 88.99% shareholding in ESRI India Technologies Limited (ESRI
India) lo ESRI Inc., USA (existing 9 99% Shareholder of ESRI India) at a consideration or Rs. 897 Mn, on May ·13, 2019 resulting in gain of Rs 96 Mn
e Effective April 1, 2019, the Group adopted Ind AS 116 on "Leases". as applicable to all lease contracts existing on April 1, 2019 using the modified retrospective mothod
and has taken the cumulative adjustment to retained earnings, on the date of Initial appllcallon. Accordingly, compar.ilives for the year ended March 31, 2019 have not
been relrospeclively adjusted On transillon, the adoptton or the new standard resulted in recognition or Right-of-Use asset (ROU) of Rs. ll93 Mn, and a lease liablh\y or
Rs 1,178 Mn The cumulative effect of applying the standard resulted In Rs. 127 Mn being debited to retained earnings, net of taxes of Rs 58 Mn. Tho effect of this
adoption Is Insignificant on the profit for the period and earnings per share
9 The Board of Directors ("Board') or the Company at their meeting held on Decembor 23, 2010 has, subject to tho approv.il or the shareholders of tho Company by way of a
special resolution and approvals of statutory, regulatory or governmental authorities as may be required under applicable laws, approved a buyback ol up to 10,56,200
fully paid up equity shares of race value Rs 'IOI- each of the Company, from the existing Shareholders holding equity shares of the Company on a proportionate basis
through the "tender offer" method through the Stock Exchange mechanism as prescribed under the Securities and Exchange Board of India (Buy Bae~ of Secunties)
Hegulalions, 2018, read with SEBI Ci1cular CIRICFD/POLICYCELL/112015 dated April 13, 2015 and the SEBI Circular CFDIDCR2/CIRIP/201G/131 dated December 9,
WHJ al a price ortNR 1,725/·· per equity sham of INR 10/- eacl1 payal,le In cash ror an aggregate arn()unt not exceeding Rs. 337,48,00,2!JO/- The offer &lze of the Bul'back
represents up to 3 13% ol the paid-up equity share capital of the Company The Board In Its meeting dated December 23, 2019 has also approved the Postal Ballot Notice
pursuanl lo Section 108 and Section 110 (1) (a) ol the Companies Acl, 2013, read with Rule 20 and Rule 22 or the Companies (Management and Administration) Rules,
2014, as amended Thee-voling commenC<.>d on January 15, 2020 imd shalt end on Fetlluary 13, 2020 The results of the Postal Ballot shall be declared 011 or beforo
Februery 15. 2020.
10 The Board of Directors al its meetin!J held on JanuaIy 29, 2020 has declared an interim dividend of Rs. 10 per equity share and the record dale fixed tor the purpose of
111te1im d;viuen<l iij FebIuary 1o, 2020. In dtMll!on lo this \he Cun1pa11y has distributed Interim dividend amounting (o Rs tl24 Mn during the quarter
11 Previous year/period figures hove Men reclassified to conform to current year/ pcnod's classification
Place: Gurugram
Date. January 29, 2020
S.R. BATl/80 & A SSOCIATES p 2nd & 3rd Floor
Golf View Corporate Towe r - B
Chartered Account ant s Sector - 42, Sector Road
Gurugram · 122 002, Har yana, India
Tel : +91 124 681 6000
Independent Auditor's Review Report on the Quarterly and Year to Date Unaudited Standalone
Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, as amended
Review Report to
The Board of Directors
NIIT Technologies Limited
per Yo
Partner
Membership No.: 094524
UDIN: 20o9t;S.'.2YAf\lH.\t:\E33L\O
Place: Gurugram
Date: January 29, 2020
S.R. Batliboi & Associates LLP, a Limited Liabili ty Partnership with LLP Iden tity No. AAB·4295
Reg<I. Office: 22, Camac Street, Block 'B', 3rd Floor, Kolkata -700 016
S. ATLIB08 & A SSO CIATES
2nd & 3rd Floor
Golf Vie w Corporate Tow er· B
Chart ered Acco unta nt s Sector· 42, Sector Road
Gurugram · 122 002 , Ha ry ana , India
Tel : +91 124 6 81 6000
Independent Auditor's Review Report on the Quarterly and Year to Date Unaudited
Consolidated Financial Results of the Company Pursuant to the Regulation 33 of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended
Review Report to
The Board of Directors
NUT Technologies Limited
2. This Statement, which is the responsibility of the Holding Company's Management and approved
by the Holding Company's Board of Directors, has been prepared in accordance with the
recognition and measurement principles laid down in Indian Accounting Standard 34, (Ind AS 34)
"Interim Financial Repo1ting" prescribed under Section 133 of the Companies Act, 2013 as
amended, read with relevant rules issued thereunder and other accounting principles generally
accepted in India. Our responsibility is to express a conclusion on the Statement based on our
review.
3 . We conducted our review of the Statement in accordance with the Standard on Review
Engagements (SRE) 24 10, "Review of Interim Financial Information Performed by the Independent
Auditor of the Entity" issued by the Institute of Chartered Accountants of India. This standard
requires that we plan and perform the review to obtain moderate assurance as to whether the
Statement is free of material misstatement. A review of interim financial information consists of
making inquiries, primarily of persons responsible for financial and accounting matters, and
applying analytical and other review procedures. A review is substantially less in scope than an
audit conducted in accordance with Standards on Auditing and consequently does not enable us to
obtain assurance that we would become aware of all significant matters that might be identified in
an audit. Accordingly, we do not express an audit opinion.
We also performed procedures in accordance with the Circular No. CIR/CFD/CMD 1/44/2019 dated
March 29, 2019 issued by the Securities and Exchange Board of India under Regulation 33(8) of
the Listing Regulations, to the extent applicable.
S. R. Batliboi & Assoc iat es LLP, a Limit ed Li ability Partne rship wit h LLP Identity No. AA B·4295
Regd. Office: 22 . Camac Stree t. Block ·s·. 3rd Floor, Kolka ta-700 016
S. . ATLIBOI & ASSOCIATES
Chart ered Account ant s
5. Based on our review conducted and procedures performed as stated in paragraph 3 above and based
on the consideration of the review repmts of other auditors referred to in paragraph 6 below, nothing
has come to our attention that causes us to believe that the accompanying Statement, prepared in
accordance with recognition and measurement principles laid down in the aforesaid Indian
Accounting Standards ('Ind AS ' ) specified under Section 133 of the Companies Act, 2013, as
amended, read with relevant rules issued thereunder and other accounting principles generally
accepted in India, has not disclosed the information required to be disclosed in te1ms of the Listing
Regulations, including the manner in which it is to be disclosed, or that it contains any material
misstatement.
6. The accompanying Statement includes unaudited interim financial results of 8 subsidiaries, whose
interim financial results reflect Group's share of total revenues of Rs. 2,013 million and Rs. 6,044
million, Group ' s share of total net profit after tax of Rs. 182 million and Rs. 529 million, Group' s
share of total comprehensive income of Rs. 182 million and Rs. 535 million, for the quarter ended
December 31, 2019 and for the period from April 1, 2019 to December 31, 2019, respectively, as
considered in the Statement, which have been reviewed by their respective independent auditors.
The independent auditor's reports on interim financial results of these entities have been furnished
to us by the Management and our conclusion on the Statement, in so far as it relates to the amounts
and disclosures in respect of these subsidiaries is based solely on the report of such auditors and
procedures performed by us as stated in paragraph 3 above.
7. The accompanying Statement of unaudited consolidated financial results include unaudited interim
financial results in respect of 8 subsidiaries, whose interim financial results reflect Group's share
of total revenues of Rs. 209 million and Rs. 708 million, Group's share of total net profit after tax
of Rs. 35 million and Rs. 38 million, Group' s share of total comprehensive income of Rs. 35 million
and Rs. 38 million, for the qua1ter ended December 31, 2019 and for the period from April 1, 2019
to December 31 , 2019, respectively, as considered in the Statement. These unaudited interim
financial results have been approved and furnished to us by the Management and our conclusion on
S. . BATUBOI & ASSOCIATES
Chartered Acc ount ants
the Statement, in so far as it relates to the affairs of these subsidiaries, is based solely on such
unaudited interim financial results. According to the information and explanations given to us by
the Management, these interim financial results are not material to the Group.
Our conclusion on the Statement in respect of matters stated in para 6 and 7 above is not modified
with respect to our reliance on the work done and the reports of the other auditors and the financial
results certified by the Management.
© 2020
2019 NIIT Technologies | www.niit-tech.com | Confidential
1
Agenda
▪ Financial Highlights
▪ Business Update
▪ Financial Statements
• Income Statement
• Balance Sheet
▪ Business Analysis
© 2020
2019 NIIT Technologies | www.niit-tech.com | Confidential
3
Business Highlights for Q3FY20
Travel, Transportation & Hospitality(TTH) up 6.2% QoQ, Contributes 28.5% (LQ 27.8%)
▪ Growth in major accounts in EMEA and US
© 2020
2019 NIIT Technologies | www.niit-tech.com | Confidential
4
Consolidated Income Statement – Continuing Business (Excl. GIS)
INR Mn.
Profit After Tax (after Minority Int.) 1,233 1,195 3.2% 922 33.8%
• NTL Signed a definitive agreement for the sale of entire 88.99% stake in GIS business on April 6, 2019 and hence from FY20, the business will be monitored excluding GIS.
© 2020
2019 NIIT Technologies | www.niit-tech.com | Confidential
5
Consolidated Income Statement (Reported)
INR Mn.
Profit After Tax (after Minority Int.) 1,233 1,195 3.2% 1,002 23.0%
© 2020
2019 NIIT Technologies | www.niit-tech.com | Confidential
6
Balance Sheet
INR Mn.
• Reserves and Surplus up INR 695 Mn over LQ. • Cash and Bank Balances Up by INR 1,401 Mn over LQ, post payment of
dividend and DDT during the qtr
• DSO – 67 days
• Capex during the Qtr – INR 103 Mn
© 2020
2019 NIIT Technologies | www.niit-tech.com | Confidential
7
Geography Mix
Q2 FY20 Q3 FY20
ROW,
ROW,
14%
15%
Americas Americas,
, 49% 48%
EMEA,
EMEA,
37%
37%
© 2020
2019 NIIT Technologies | www.niit-tech.com | Confidential
8
Vertical Mix
Q2 FY20 Q3 FY20
Insurance,
Insurance,
30%
TTH, 28% 31% TTH, 29%
© 2020
2019 NIIT Technologies | www.niit-tech.com | Confidential
9
Service Mix
Q2 FY20 Q3 FY20
IP Based, 5% IP Based, 6%
IMS, 16%
IMS, 17%
BPO, 3%
BPO, 3%
SI & PI,
SI & PI, 2%
1%
I ADM, 74%
ADM, 73%
© 2020
2019 NIIT Technologies | www.niit-tech.com | Confidential
10
Order Intake
© 2020
2019 NIIT Technologies | www.niit-tech.com | Confidential
11
Top Client Mix
29% 27%
Q2'20 Q3'20
MM $ Clients 95 100
© 2020
2019 NIIT Technologies | www.niit-tech.com | Confidential
12
People Resources
10,800 10,849
10,263 10,297
© 2020
2019 NIIT Technologies | www.niit-tech.com | Confidential
13
End of Document
INR Mn.
INR Mn.
As at Dec 31 As at Sept 30 As at Dec 31 As at Dec 31 As at Sept 30 As at Dec 31
Particulars Particulars
2019 2019 2018 2019 2019 2018
Equity 625 624 616 Fixed Assets 4,867 4,955 4,267
Reserves & Surplus 23,096 22,401 18,979 Capital Work in Progress 34 82 12
Intangible Assets 6,211 6,669 4,107
NET Worth 23,721 23,025 19,596 Current Assets
Cash and Cash Equivalent 9,060 7,659 8,260
Borrowings 210 99 155 Debtors 7,543 7,971 6,628
Deferred Tax Liability 472 567 448 Other Current Assets 3,805 3,293 2,866
Minority Interest 0 0 80 Current Liabilities -6,639 -6,187 -5,168
Future Acquisition Liability -1,753 -1,916 -1,850
Deferred Tax Assets 1,275 1,165 1,157
24,402 23,691 20,278 24,402 23,691 20,278
NIIT Technologies Limited
Financial and Operational Metrics
Revenue
INR Mn Q3FY20 Q2FY20 Q3FY19
Revenue - Continuing Business 10,734 10,385 9,717
Hedge Gain/(Loss) 65 97 (62)
Other Income
INR Mn. Q3FY20 Q2FY20 Q3FY19
Income on mutual Funds / Net Interest Income 67 52 108
Difference in Exchange * 63 24 (104)
Other Income (net) 130 76 4
* Includes gain/loss on revaluation of foreign currency current assets and liabilities
Vertical Split
% Q3FY20 Q2FY20 Q3FY19
Banking and Financial Services 16% 17% 15%
Insurance 30% 31% 30%
Transport 29% 28% 26%
Others 25% 24% 29%
Practice Split
% Q3FY20 Q2FY20 Q3FY19
Application Development & Management 73% 74% 68%
IP Assets 6% 5% 6%
Managed Services 16% 17% 18%
SI & PI ** 2% 1% 4%
BPO 3% 3% 4%
Geography
% Q3FY20 Q2FY20 Q3FY19
Americas 48% 49% 49%
EMEA 37% 37% 33%
ROW 15% 14% 18%
Revenue Mix
% Q3FY20 Q2FY20 Q3FY19
ONSITE 64% 66% 65%
OFFSHORE 36% 34% 35%
Total 100% 100% 100%
Order Book
$ Mn Q3FY20 Q2FY20 Q3FY19
Fresh Order Intake 218 176 165
USA 90 65 96
EMEA 62 41 42
ROW 66 70 27
Client Data
No. Q3FY20 Q2FY20 Q3FY19
Repeat Business % 88% 90% 88%
Revenue Concentration
% Q3FY20 Q2FY20 Q3FY19
Top 5 27% 29% 28%
Top 10 36% 39% 40%
Client Size
Nos Q3FY20 Q2FY20 Q3FY19
Between 1 to 5 Million 74 70 62
Between 5 to 10 Million 17 16 20
Above 10 Million 9 9 8
100 95 90
Hedge Position
Q3FY20 Q2FY20 Q3FY19
USD 71.99 71.79 66.11
GBP 19.11 17.99 13.05
Euro 5.94 6.30 4.50
Thanking you,
Yours Truly'
E-69, EPIP, Sitapura, Jaipur-302022, Rajasthan, India I Tel.: 91-141-2771948/49, Fax: 91-141-2770510
Regd. Office: K-68, Fateh Tiba, Adarsh Nagar, Jaipur-302004, Rajasthan, India I Tel.: 91-141-2601020, Fax: 91-141-2605077
CIN: L36911RJ1989PLC004945I Email: investor_relations@vaibhavglobal.com I Website: www.vaibhavglobal.com
(A Govt. of India Enterprise)
~ ~ / Corporate Centre
Dear Sir,
In terms of Regulation 29 of the SEBI (Listing Regulations and Disclosure Obligations) Regulations, 2015 (SEBI
Listing Regulations, 2015), ii is hereby intimated that a meeting of the Board of Directors of the Company is
scheduled to be held at New Delhi on Friday, February 7, 2020, inter-alia, to approve and take on record the
unaudited Financial Results for the quarter and nine-months period ended December 31, 2019 as reviewed by the
Audit Committee. Interim dividend on the equity share capital of the Company for the year 2019-20 may also be,
inter-alia, considered in the same Meeting of the Board of Directors.
Pursuant to Regulation 42 of the SEBI Listing Regulations, 2015, the Company has fixed Monday, February 17,
2020 as the "RECORD DATE" for the purpose of ascertaining the eligibility of the shareholders for payment of
interim dividend, if declared by the Board.
Further, in terms of Code for Prevention of Insider Trading in the Securities of NTPC, the Trading Window for
transactions in the securities of the Company which were closed from January 1, 2020 shall remain closed until
February 9, 2020 for the purpose of announcement of aforesaid results. During the closure of Trading Window,
Insiders have been advised not to deal in the shares of NTPC.
Thanking you,
Yours faithfully,
For NTPC Limited
(Nandini Sarkar)
Company Secretary &
empliance Officer
CC:
Central Depository Services National Securities Depository Shri J.K. Singla
(India) Limited Ltd. Sr. Manager
Phiroze Jeejeebhoy Towers Trade World, 4th Floor Alankit Assignments Limited
281h Floor, Dalal Street Kamala Mills Compound Alankil Heights
Mumbai-400 023 Senapathi Bapat Marg IE/13 Jhandewalan Extension
Lower Parel, Mumbai-400 013 New Delhi - 110055
Registered Office: NTPC Bhawan, SCOPE Complex, 7 Institutional Area. Lodi Road, New Delhi-110003
Corporate Identification Number: L40101DL 1975GOI007966, Telephone No.: 011-24387333, Fax No.: 011-24361018, E-mail : ntpccc@ntpc.co.!n
Website : www.ntpc.co.in
KP 11·
January 29, 2020
Pursuant to Regulation 42 & 43 of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015, we wish to inform you
that in the meeting of Board of Directors held on January 29, 2020 it was approved:
Particulars Details
Corporate Action Type Record date for declaration of Interim Dividend
Record Date Tuesday, February 18, 2020
Purpose Pavment of Interim Dividend
Dividend Per Share Rs. 0.55/- per eauity share i.e. 5.5%
Dividend Payment Date Tuesday, February 25, 2020.
Thanking you.
Yours faithfully,
�
Nida Deshpande
Company Secretary & Compliance Office
··..
• ALKA LI METALS LI MITE C). +91-40-27562932/27201179
1181 info@alkalimetals.com
• •• Plot B-5. Block III, IDA, Uppal, Hyderabad - 500 039, India
~ www.alkallmetals.com
·..... -
• •
: : -::
'
(IN' l271 09TG I 968PlCOOI 196.
ScdlUm Amide. Sodium Alkoxides, Sodium Hydride, Sodium AZide. Tetrazoles,Amlno Pyndines, Pyridine Derivatives,
Manufacturers of .
Cyclic Compounds. Fine Chemicals, IntermedIates for pharmaceutIcals and Active Pharmaceutical In9redients
To To
The Vice President, The General Manager
Listing Department, Department of Corporate Services,
National Stock Exchange of India, The Bombay Stock Exchange Limited,
Exchange Plaza, Bandra Kurla Complex, Phiroze Jeejeebhoy Towers,
Bandra (East), Dalal Street,
Mumbai-400051 Mumbai-400001
Ph: 022-26598235/36 Ph: 022-22721234
Fax: 022-26598237/238/347/348 Fax: 022-22723121
Symbol: ALKALI, Series: EQ Scrip Code: 533029
Dear Sir,
In the 246 1h Meeting of the Board of Directors of the Company held on Wednesday
29 1h January, 2020 at 11 :30 A.M., the Board has:
2. Declared an Interim Dividend of Rs. 1 per Equity Share of Rs. 10 paid up.
A copy of Un-Audited Financial Results in the specified format along with the Auditor's
Limited Review Report for the period ended 31 51 December, 2019 is enclosed.
Thanking You
ALKALI METALS LTD., (An ISO 9001-14001 accredited company)
UNAUDITED FINANICAL RESULTS FOR THE QUARTER AND NINE MONTHS ENDED 31-12·2019
(Amount t in Lakhsl
Year
For the Quarter Ended Nine Months Ended
Ended
Year to date Year to date Year to date
3 Months 3 Months 3 Months figures for figures for figures for
Particulars ended ended ended 9 months 9 months the year
31-12-2019 30-09-2019 31-12-2018 ended ended ended
31-12-2019 31-12-2018 31-03-2019
2. The un-audited financial results of the company have been prepared in accordance with Indain Accounting Standards
("Ind As") notified under Section 133 of the Companies Act, 2013('Act') read with Companies ( Indain Accounting
Standards) Rules, 2015 as amended.
3. Previous year and previous quarter figures have been re-grouped or re-c1assified wherever necessary.
4. EPS for the quarter and year-to-date was calculated as per Ind AS 33.
5. The figures of last quarter are the balancing figures between audited figures in respect of the full financial
year and the published year-to-date figures upto the first quarter of the current financial year
6. The Board has declared an interim dividend of Rs 1 per equity share of Rs 10 paid up.
7. SEGMENT REPORTING
As the Company is predominantly engaged in the manufacture and sale of chemicals where the risks and returns
associated with the products are uniform, the Company has identified Geographical Segments based on location of
customers as reportable segments in accordance with Ind AS - 108 issued by ICAI.
Rs Lakhs
Geographic Location Year to date Year to date
Year to date
3 months 3 months 3 months figures for figures for
figures for the
ended ended ended 9 Months 9 Months
year ended
31·12·2019 30-09-2019 31·12·2018 ended ended 31-03·2019
"\1.1??n1Q "\1.1?_?n1R
Revenue
Trade Receivables
Other Disclosures:
Carrying amount of
Segment assets
Date: 29-01-2020
Place: Hyderabad
,
VOU' sr4~
j ,'5,:... . ....
~
Y.S.RVenkata Rao
Managing Director
\1 . 0.) 01 N: 00345524
~... i'lyU~~/
.....
/
G. NAGENORASUNOARAM & CO.,
Chartered Accountants
We conducted our review of the Statement in accordance with the Standard on Review
Engagements (SRE) 2410 "Review of Interim Financial Information Performed by the
Independent Auditor of the Entity", issued by the Institute of Chartered Accountants of India.
This standard requires that we plan and perform the review to obtain moderate assurance as to
whether the financial statements are free of material misstatement. A review is limited primarily
to inquiries of company personnel and analytical procedures applied to financial data and thus
provides less assurance than an audit. We have not performed an audit and accordingly, we do
not express an audit opinion.
Based on our review conducted as above, nothing has come to our attention that causes us to
believe that the accompanying statement of unaudited financial results prepared in accordance
with applicable accounting standards and other recognized accounting practices and policies has
not disclosed the information required to be disclosed in terms of Regulation 33 of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 including the manner in
which it is to be disclosed, or that it contains any material misstatement.
G. NAGENDRASUNDARAM
Partller
M.No. 050283
Flat No. 8-502, Pasha Court, 6-3-680, Somajiguda, Hyderabad - 500 082. T.S., INDIA.
Tel: 91-40-2340 5581/66610495, e-mail: kartiknagi@gmail.com
An ISO 9001, 14001 & OHSAS 18001 company
Manufacturer of Quality
rs 1848
Thanking you,
Yours faithfully,
For Satia Industries Limited
rc)v...-J y
(Rakesh Kumar Dhuria)
Company Secretary
Registered Office & Mill : VillageRupana, Sri Muktsar Sahib-152 032, Punjab, India. Ph.: 262001, 262215, 263585 Fax : 01633-263499 email: satiapaper@gmail.com
Branch: 613-615, Naurang House, 21, K.G. Marg, Connaught Place, New Oelhi-110001 Ph.: 23710351/52/53 Fax: 23718191 e-mail: ??tiapap?r@rediffma?l.co
Branch: s.C.O. No. 90. 92, Sector 8. c, Madhya Marg,Chandigarh -160018 Ph.: 0172-2780022/23, 4618377 Fax: 0172-4648600,
?at1am?ustr1es!td@gma'.l.
Branch : 304, Navjeevan complex, 29, Station Road, Jaipur-302006, Rajasthan Ph.: 2371055, 2379554 Fax: 0141-2374433 e-mail: sat1apaper.Jpr@;??,?
Godrej Consumer Products Ltd.
Regd. Office: Godrej One,
4th Floor, Pirojshanagar,
Eastern Express Highway,
Vikhroli (E), Mumbai 400 079, India.
Tel.: +91-22-25188010/8020/8030
Fax: +91-22-25188040
Website: www.godrejcp.com
CIN : l24246MH2000PLC129806
Dear Sir,
Outcome of Board Meeting - January 29,2020
At the meeting of the Board of Directors of the Company held today, the Board has:
1. Taken on record the unaudited financial results for the quarter ended December 31, 2019. The said
results are enclosed herewith. The said results have been subjected to limited review by the
statutory auditors. The limited review report which has been taken on record is enclosed herewith.
2. Declared interim dividend @ ,(2/- per share {200% on shares of face value of =(1/- each) for the
financial year 2019-20. As intimated earlier the Record Date for ascertaining the names of the
shareholders who will be entitled to receive the said dividend is February 6, 2020. The dividend will
be paid on February 18, 2020.
The Exchanges are also informed that the Board meeting commenced at 2. Lr 5 P f'Y) and the above
items were approved by 3 ·00 pm .
This communication is in compliance with the listing Regulations and other provisions as applicable.
Yours faithfully,
For Godrej Consumer Products Ltd.
~
GODREJ CONSUMER PRODUCTS LIMITED
Reid. OfficI: Gadr.J One, 4th Floor, PlroJshlnll'" EI.tem Exprtu HIJhwIY, Vlkhrall ( E), Mumbalo4OO 079, www.JQdr'Jcp.cam,eIN : L2424&MH2000PLC12980&
STATIMENT OF UNAUDITED FINANCIAL RESULTS FOR THE QUARTER AND NINEMONTHS ENDED DECEMBER II, 201' ftC,.ra)
CONSOLI!IATID STANDALONE
Quarter .ndld Nln. manthllndld Ve.rended Sr, PARTICULARS QUln.,endtd Nlnt months .ndld Ve.rended
n·D..·l' IlI-Sop-l' 11-Dlc-18 31·De",l, :n·D,c-11 I1·Ma,·19 No. JI·Dec-19 3t/oSopol' Ii·DK-II n·e,c-19 31·Dlc-18 I1·Ma,·19
(Unaudited) (UNllldlttdl (Unaudited) (Un.udlted) (Unludlted) (Audlt.d) (Unaudlt.d) IUnludlWd) (Unaudlt.d) (Unludlt.d) (Unludlted) (Audited)
1,065.64 1,092.73 1,074.14 3,148.30 3,175.81 4,062.43 .1 Cost of Raw Materlal.lncludlnl Packlnl Material Consumed 485.86 567.14 501.35 1,566.25 1,572.65 2,030.82
77.16 87.84 61.42 228.96 272.42 337.36 bl Purcha.e of Stack·ln·Trade 72.01 79.94 58.07 207.98 195.72 254.70
59.52 (38.74) 55.32 (26.08) 93.01 154.54 cl Chanse.ln Inventarle. 01 Finished Goods. Wark.ln·Pralress and Stack·ln·Trade 51.30 (12.06) 44.66 14.20 (4.92) 27.75
268.73 266.50 275.05 795.12 802.23 1,090.90 dl Employee Benefits Expense 84.40 96.94 88.81 274.85 279.22 351.50
47.73 53.11 57.82 155.91 166.77 224.25 .1 Finance Costs 13.00 14.16 16.82 37.74 47.95 64.86
49.04 47.73 42.69 144.11 127.39 169.98 ~ Depredation and Amortization Expense 21.28 20.28 17.44 60.59 51.69 69.07
.1 Other Expenses
206.33 213.31 217.01 612.55 681.84 839.28 (I) Advertl.ement and Publicity 155.37 161.09 163.59 462.93 520.23 641.33
0.66 4.62 7.54 8.58 12.13 13.77 (II) Farelln Exchanle Loss (netl 1.00 3.58 3.91 M2 6.59 9.41
469.35 432.04 424.80 1,331.41 1,284.63 1,698.45 (III) Others 232.85 227.51 206.72 682.96 638.81 851.24
2,244.16 2,159.14 2,215.79 .6,398.86 6,616.23 8,590.96 Total Expen... 1,117.07 1,158.58 1,101.37 3,313.92 3,307.94 4,300.68
557.41 497.62 530.86 1,429.61 1,325.15 1,832.14 5 Profit before Exceptional Items, Share of Profit of equity Accounted Inva.tee•• nd TIX 429.60 387.41 426.57 1,113.74 1,086.99 1,473.08
(3·4)
(4.36) (3.54) 5.92 (7.62) 259.22 252.56 6 Exceptional Item. (net) (reler note no. 2) - -
0.57 0.28 0.05 1.02 0.39 0.63 7 Share 01 Praflt 01 Equity Accounted Investee (net 01 Income tax) - .
553.62 494.36 536.83 1,423.01 1,584.76 2,085.33 8 PrctIt before Tex (5+6+7) 429.60 387.41 426.57 1,113.74 1,086.99 1,473.08
9 TexExpon..
110.47 86.29 125.33 282.05 319.12 417.90 a) Current Tax 75.85 57.21 92.53 197.15 238.00 320.66
(2.05) (5.81) (12.02) (125.72) (140.65) (674.10) b) Deferred Tax (refer note no. 6 and note no. 7) (11.16) (4.37) 2.15 (22.95) 0.87 (602.56)
445.20 413.88 4Z3.52 1,266.68 1,406.29 2,341.53 10 Profit Ifter Tlx (8-9) 364.91 334.57 331.89 939.54 848.12 1,754.98
11 Other Comprehen,IVlIlncame
a) II) Items that will net be reclasslfled to profit or loss
0.59 (1.44) (2.05) (2.47) 3.00 5.13 Remeasurements of defined benefit plans 0.53 (0.40) (2.10) (1.90) (1.47) (0.38)
(0.29) 0.14 1.19 0.99 0.83 0.21 (II) Inceme tax relatlnl to Item. that will not be reclasslfled to profit or loss (0.29) 0.13 1.19 0.99 0.83 0.21
--... b) (I) Items that will be reclasslfled to praflt or loss
/: I ~ &C '
ExchanSI differences In translating the financial statements of foreign operations
~'
82.33 98.53 (168.49) 144.33 199.30 146.75
. ~ -.
r<>"
3.38 (1.12) (7.54) (5.95) (10.13) (13.58) Effective portion of salns and loss on hedging Instruments In a cash flow hedge
~ ~ .\ . . - - . (II) Incometox relatlnl to Item. that will be reclasslfled to praflt or loss 1/<
t~~ ~~~~1~'
~~
/' t ", -
86.01 96.11 (176.89) 136.90 193.00 138.51 Other Comprehensive Income 0.24 (0.27) (0.91) (0.91) '/(Oli',) Lcdha l~~71
..~ (~ .
I(
531.21 509.99 246.63 1,403.58 1,599.29 2,480.04 12 Tatll Comprehen.lvelnccme (10+U) 365.15 334.30 330.98 938.63 W.~ otto ~11Y154<:81 ound. *
,rg.
~o-OOO ~~
. ., 1.1 ~). 10
~
13 Net Praflt attributable to:
?I
Mahalaxm'
445.20 413.88 423.52 1,266.68 1,406.29 2341.53 a) Owners althe Company 364.91 334.57 331.89 939.54 MumiJ.2,54.I!R
....",..,.....
- . b) Nan·Cantralllnllnterest. ~ .~ India · ~rr;
~ ~d70.n-}j 0 ~<::o
14 Other comprehensive Income attributable to :
, 86.01 96.11 (176.89) 136.90 193.00 138.51 a) Owners olthe Company 0.24 (0.27) (0.91) (0.91) (0.
. . b) Nan-Contralllnlinterests
15 Total comprehensive Income attributable to
531.21 509.99 246.63 1,403.58 1,599.29 2480.04 a) OWners of the Company 365.15 334.30 330.98 938.63 847.48 1754.81
b) Nan-Cantralllnlintere.t.
{"';'
~!J
102.23 102.22 102.23 102.22 102.22 16 Pald·up Equity Share Capital (Foe. va/u. per short: t J) 102.23 102.23 102.22 102.23 102.22 102.22
7,164.70 17 Reserves 4,823.94
18 Eernlnp ..... sha .. (of ~ 1 .ach) (Nol Annuailledl
4.355 4.049 4.143 12.391 13.759 22.909 a) Ba.lc(~) 3.569 3.273 3.247 9.191 8.298 17.170
4.354 4.048 4.143 12.390 13.757 22.904 b) Diluted (~) 3.569 3.272 3.246 9.190 8.297 17.167
Annexure·1
Reporting of Consolidated Segment wise Revenue, Results, Assets and Liabilities along with the quarterly results
( 'fCrore)
Quarter ended Nine months ended Year ended
31·0ec·19 30·Sep·19 31·0ec·18 31·0ec·19 31·0ec·18 31·Mar·19
Particulars (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Audited)
1. Segment Revenue
a) India 1,523.87 1,521.28 1,505.64 4,360.51 4,323.22 5,679.31
b) Indonesia 448.22 426.21 395.51 1,246.50 1,112.47 1,524.94
c) Africa (including Strength of Nature) 678.70 591.18 682.30 1,832.19 1,879.10 2,456.04
d) Others 161.12 127.72 166.50 419.68 635.25 770.17
Less: Intersegment eliminations (33.86) (36.19) (25.97) (101.88) (88.28) (116.12)
Revenue from Operations 2,778.05 2,630.20 2,723.98 7,757.00 7,861.76 10,314.34
2. Segment results (Profit)(+)1 Loss (-) before tax, Interest & exceptional items
a) India 442.60 401.57 443.39 1,151.48 1,134.94 1,537.94
b) Indonesia 112.37 105.68 92.20 305.73 264.19 396.07
c) Africa (Including Strength of Nature) 59.99 50.43 71.31 157.01 110.09 155.63
d) Others 0.72 3.72 (8.14) 2.76 4.83 2.06
Less: Intersegment eliminations (10.54) (10.67) (10.08) (31.46) (22.13) (35.31)
Total 605.14 550.73 588.68 1,585.52 1,491.92 2,056.39
Less: 1) Finance Cost (47.73) (53.11) (57.82) (155.91) (166.77) (224.25)
2) Exceptional Items (net) (4.36) (3.54) 5.92 (7.62) 259.22 252.56
3) Share of Profit of Equity Accounted Investees (net of Income tax) 0.57 0.28 0.05 1.02 0.39 0.63
Total Profit Before Tax 553.62 494.36 536.83 1,423.01 1,584.76 2,085.33
1 The above results which are published in accordance with Regulation 33 of the SEBI (listing Obligations & Disclosure
Requirements) Regulations, 2015 as amended have been reviewed by the Audit Committee and approved by the Board of
Directors at their meeting held on January 29, 2020. The-financial results are in accordance with the Indian Accounting Standards
(Ind-AS) as prescribed under Section 133 of the Companies Act, 2013, read with the relevant Rules thereunder. These results
have been reviewed by the statutory auditors of the Company who have issued unmodified review reports.
2 For the year ended March 31, 2019, exceptional items included an amount of ~ 194.15 crore being gain on account of change in
eamout liability of a subsidiary and gain on account of divestment of UK business of ~ 76.44 crore. These have been offset by
certain restructuring costs incurred of ~ 18.03 crore. During the nine months ended December 31, 2019 exceptional item includes
restructuring costs incurred of ~ 7.62 crore (net).
3 During the nine months ended December 31, 2019, the Company has granted 1,62,917 new stock grants to eligible employees
under the Employee Stock Grant Scheme (ESGS) and has allotted 1,44,287 equity shares of face value ~ 1 each upon exercise of
stock grants under ESGS.
4 The Board has declared an interim dividend for the year 2019-20 at the rate of ~ 2 per share (200% on the face value of ~ 1 each).
The record date for the same has been fixed as February 6, 2020 and the dividend shall be paid on February 18, 2020.
5 Segment information as per Ind-AS 108, 'Operating Segments' is disclosed in Annexure-I
6 During the nine months ended December 31, 2019, there has been sale of certain brands within the Group's entities that shall
derive benefits of future tax deductions for the Group. Consequently, a deferred tax asset amounting to ~ 111.05 crore has been
recognised in the Consolidated Financial Results.
7 The Company has evaluated the option of lower tax rates allowed under Section llSBAA of the Income Tax Act, 1961 as
introduced by the Taxation laws (Amendment) Ordinance, 2019. Accordingly, considering the MAT credit available, there is no
impact on the provision for income tax for the quarter and nine months ended December 31, 2019. The Company expects to
utilise the deferred tax balances over subsequent periods which have accordingly been re-measured using the tax rate expected
to be prevalent in the period in which the deferred tax balances are expected to reverse. Consequently, the Company has
reversed deferred tax liabilities amounting to Rs. 59.79 crore in the current period financial results at the estimated annual
effective tax rate.
8 Ind AS 29 "Financial Reporting in Hyperinflationary Economies" has been applied to the Group's entities with a functional
currency of Argentina Peso for the quarter and nine months ended December 31, 2019. Ind AS 21 "The Effects of Changes in
Foreign Exchange Rates" has been applied to translate the financial statements of such entities for consolidation. Application of
these standards resulted into increase in revenue from operations by ~ 0.04 crore and decrease in profit by ~ 27.40 crore for the
nine months ended December 31, 2019 and increase in net non-monetary assets by ~ 22.17 crore with corresponding increase
in Total Equity as of December 31, 2019.
9 The Group I Company has adopted Ind AS i16 effective April 01, 2019 using the modified retrospective approach. The Group I
Company has applied the standard to its leases with the cumulative impact recognised on the date of initial application i.e. April
1, 2019. Accordingly, previous period information has not been restated. This has resulted in recognising a right-of-use asset of
~ 63.27 crore (~17.53 crore for Standalone), reversal of prepaid rent of ~ 3.20 crore (~Nil for Standalone) and a corresponding
lease liability of ~ 66.27 crore (~ 19.41 crore for Standalone). The difference of ~ 4.60 crore (~ 1.20 crore for Standalone) (net of
deferred tax asset created ~ 1.60 crore (~ 0.68 crore for Standalone)) has been adjusted to retained earnings as at April 1, 2019.
In the statement of financial results for the nine months ended December 31, 2019, operating lease expenses which were
recognized as other expenses in previous periods are now recognized as depreciation expense for the right-of-use asset and
finance cost for interest on lease liability. The adoption of this standard does not have any significant impact on Profit after tax
for the nine months ended December 31, 2019.
10 Previous periods I year figures have been regrouped and reclassified wherever necessary.
M.~fY1-
Ni}a~~ej I
Executive Chairperson
B S R & Co. LLP Chartered Accountants
5th Roor, Lodha Excelus, Telephone +91 (22) 4345 5300
Apollo Mills Compound Fax +91 (22) 4345 5399
N. M. Joshi Marg, Mahalaxmi
Mumbai - 400 011
India
To
The Board of Directors of
Godrej Consumer Products Limited
1. We have reviewed the accompanying Statement of unaudited standalone financial results of Godrej
Consumer Products Limited ("the Company") for the quarter ended 31 December 2019 and year to
date results for the period from 1 April 2019 to 31 December 2019 (''the Statement").
2. This Statement, which is the responsibility of the Company's management and approved by the Board
of Directors, has been prepared in accordance with the recognition and measurement principles laid
down in Indian Accounting Standard 34 "Interim Financial Reporting" ("Ind AS 34"), prescribed
under Section 133 of the Companies Act, 2013, and other accounting principles generally accepted in
India and in compliance with Regulation 33 of the SEBI Listing Regulations. Our responsibility is to
issue a report on the Statement based on our review.
3. We conducted our review of the Statement in accordance with the Standard on Review
Engagements (SRE) 2410 "Review of Interim Financial Information Performed by the Independent
Auditor of the Entity" issued by the Institute of Chartered Accountants of India. This standard
requires that we plan and perform the review to obtain moderate assurance as to whether the
Statement is free of material misstatement. A review is limited primarily to inquiries of company
personnel and analytical procedures applied to financial data and thus provides less assurance than
an audit. We have not performed an audit and accordingly, we do not express an audit opinion.
Vijay Mathur
Partner
Mumbai Membership No. 046476
29 January 2020 ICAI UDIN: 20046476AAAAAJ8299
B S R & Co. LLP Chartered Accountants
To
The Board of Directors of
Godrej Consumer Products Limited
1. We have reviewed the accompanying Statement of unaudited consolidated financial results of
Godrej Consumer Products Limited (''the Parent") and its subsidiaries (the Parent and its
subsidiaries together referred to as ''the Group"), and its share of the net profit after tax and total
comprehensive income .of its associate for the quarter ended 31 December 2019 and year to date
results for the period from 1 April 2019 to 31 December 2019 (''the Statement"), being submitted
by the Parent pursuant to the requirements of Regulation 33 of the SEBI Listing Regulations.
2. This Statement, which is the responsibility of the Parent's management and approved by the
Parent's Board of Directors, has been prepared in accordance with the recognition and measurement
principles laid down in Indian Accounting Standard 34 "Interim Financial Reporting' ("Ind AS
34"), prescribed under Section 133 of the Companies Act, 2013, and other accounting principles
generally accepted in India and in compliance with Regulation 33 of the SEBI Listing Regulations.
Our responsibility is to express a conclusion on the Statement based on our review.
3. We conducted our review of the Statement in accordance with the Standard on Review
Engagements (SRE) 2410 "Review ofInterim Financial Information Performed by the Independent
Auditor ofthe Entity", issued by the Institute of Chartered Accountants of India. A review of interim
financial information consists of making inquiries, primarily of persons responsible for financial
and accounting matters, and applying analytical and other review procedures. A review is
substantially less in scope than an audit conducted in accordance with Standards on Auditing and
consequently does not enable us to obtain assurance that we would become aware of all significant
matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
We also performed procedures in accordance with the circular issued by the SEBI under Regulation
33 (8) of the Listing Regulations, to the extent applicable.
6. We did not review the interim financial information!financial results of 33 subsidiaries included in
the Statement, whose interim financial information I financial results reflect total revenues of Rs.
2,133.01 crore and Rs. 5,674.23 crore, total net profit after tax ofRs. 94.46 crore and Rs. 259.04
crore and total comprehensive income ofRs. 93.88 crore and Rs. 258.46 crore, for the quarter ended
31 December 2019 and for the period from 1 April 2019 to 31 December 2019, respectively. These
interim financial information I financial results have been reviewed by other auditors whose reports
have been furnished to us by the management and our conclusion on the Statement, in so far as it
relates to the amounts and disclosures included in respect of these subsidiaries, is based solely on
the reports of the other auditors and the procedures performed by us as stated in paragraph 3 above.
Our conclusion on the Statement is not modified in respect of the above matter.
7. The Statement includes the interim financial information I financial results of 1 subsidiary which
has not been reviewed, whose interim financial results/financial information reflects total revenues
of Nil and Nil, total net loss after tax ofRs. 0.02 crore and Rs. 0.05 crore and total comprehensive
loss ofRs. 0.02 crore and Rs. 0.05 crore for the quarter ended 31 December 2019 and for the period
from 1 April 2019 to 31 December 2019, respectively. The Statement also includes the Group's
share of net profit after tax ofRs. 0.57 crore and Rs. 1.02 crore and total comprehensive income of
Rs. 0.57 crore and Rs. 1.02 crore for the quarter ended 31 December 2019 and for the period from
1 April 2019 to 31 December 2019, respectively, as considered in the consolidated unaudited
financial results, in respect of an associate, based on its interim financial information! financial
results which have not been reviewed. According to the information and explanations given to us
by the management, these interim financial information I financial results are not material to the
Group.
Our conclusion on the Statement is not modified in respect of the above matter.
Vijay Mathur
Partner
Mumbai Membership No: 046476
29 January 2020 ICAI UDIN: 20046476AAAAAK9869
BS R&Co.llP
Annexure 1
2.2 Godrej Consumer Investments (Chile) Spa ("GCIC Spa") (Chile) (71.70% by GNBV & 28.30% by GUKl]
2.2 A Godrej Holdings (Chile) limitada ("GHCl") (Chile) [99.92% held by GCIC Spa and 0.08% held by GUKl]
2.2 A(i) Cosmetica Nacional (Chile) [100% held by GHCl]
3 Godrej South Africa Proprietary Limited (erstwhile Rapidol (Proprietary) Limited] (South Africa) [100% by GCPl)
5 Godrej Consumer Products Holding (Mauritius) Limited ("GCPHMl") (Mauritius) (100% by GCPl]
S.l Indovest Capital ("IC") (labuan) [100% by GCPHMl]
5.4 Godrej Consumer Products Dutch Cooperatief UA (Netherlands) ("GCPDC UA") [99.9999% by GCPHMl, 0.0001% by G"PHl]
5.4(i) Godrej Consumer Products (Netherlands) B.V. ("GCPN BV") (Netherlands) [100% by GCPDC UA]
5.4(ii) Godrej Consumer Holdings (Netherlands) B.V. ("GCHN BV") (Netherlands) [100% by GCPDC UA)
5.4(ii) (a) PT Indomas Susemi Jaya (Indonesia) [96.93 % by GCHN BV, 3.07 % by GCPN BV]
5.4(ii) (b) PT Intrasari Raya (Indonesia) [99% by GCHN BV, 1% by GCPN BV]
5.4(ii) (c) PT Megasari Makmur (Indonesia) [99.95 % by GCHN BV, 0.05% by GCPN BV]
5.4(ii) (d) PT Ekamas Sarijaya (Indonesia) [96% by GCHN BV, 4% by GCPN BV]
5.4(ii) (e) PT Sarico Indah (Indonesia) [98.51 % by GCHN BV, 1.49 % by GCPN BV]
5.4(ii) (f) laboratoria Cuenca ("lC") (Argentina) [93.19% by GCHN BV, 6.81% by GCPN BV]
S.4(ii) (f)(1) Consell S.A. (Argentina) [97.31% by lC, 2.42 % by GCHN BV,O.27% by GCPN BV]
5.4(ii) (f)(2) Deciral S.A. (Uruguay) [100% by lC]
S.4(ii) (f)(3) Godrej Peru SAC (Peru) [99.95% by lC, 0.05% by Deciral]
5.4(ii) (g) Issue Group Brazil limited (Brazil) [80.28 % by GCHN BV, 19.72 % by lC]
S.4(ii) (h) Panamar Producciones SA ("PP") (Argentina) [90% by GCHN BV, 10% by GCPN BV]
5.5 Godrej Household Products (Bangladesh) Pvt. ltd. ("GHPBPl") (Bangladesh) (100% by GCPHMl]
6 Godrej Household Products (lanka) Pvt. ltd. ("GHPLPl") (Sri lanka) (100% by GCPl]
~
B S R&Co. LLP
Annexure 1 (Continued)
10.2 Hair Credentials Zambia Limited (Zambia) [99.99% by GTH!., 0.01% DGH-T)
.. associate company
Performance Update - 3Q FY20
January 29, 2020
PERFORMANCE UPDATE
4 Appendix
Volume 7%
EBITDA 2% flat 9%
4 Appendix
Robust volume growth led by new product launches, effective marketing campaigns and consumer offers
1% Flat
1,472 1,492 433 432
8 I GCPL I Performance Update 3Q FY20 I January 29, 2020 All values in ₹ crore
ROBUST VOLUME GROWTH; GAINED MARKET SHARES ACROSS
CATEGORIES
Sales Growth
India Business
₹ crore year-on-year
Household Insecticides 617 3%
Soaps 416 (4)%
Hair Colours 155 (4)%
Other Categories 295 7%
Total 1,568 1%
Sales and trade promotion spends, etc. to be
(76) (6)%
netted off from Sales as per Ind AS
Sales 1,492 1%
Volume Growth 7%
Mid single digit volume growth; price offs and consumer offers
resulting in sales decline of 4%
Continue to gain market shares in overall category including incense sticks (70 bps gain in value share in Q3FY20)
Initial response for recently launched Good Knight Gold Flash Liquid Vapouriser in South has been encouraging; plans to
scale it up nationally in Q4FY20
Rolling out Good Knight natural range of household insecticide products on select ecommerce platforms
Godrej Expert Easy 5 minute shampoo hair colour performing well in Southern states and has been scaled up nationally
Continue to focus on activations and effective media campaigns to recruit new consumers into the category
4 Appendix
3% 1,287
1,244
9% 198
182
12.2%
3.5%
West and South cluster recorded healthy low double digit growth rates
On MAT basis, in Dry hair (60% of the overall sales), gained volume
market share in braids in South Africa and gained volume and value
market share in braids in Kenya
Continue to drive the scale up of wet hair care and the relaunch of the
Darling brand in the dry hair category
Adjusted EBITDA margin decreased 130 bps y-y; had one time waste
water management expenses in US (~70 bps y-y impact)
4 Appendix
Train 1 million youth in skills Achieve zero waste to landfill, Generate a third of our portfolio
that will enhance their carbon neutrality and a positive revenues from 'good' and/or
earning potential water balance, while reducing 'green' products
specific energy consumption
and optimising the use of
renewable energy
Others, 6.8%
DII, 2.3%
FII, 27.8%
First State
Promoter,
63.2%
Temasek
Arisaig Partners
Others
Blackrock
Government of
Singapore
Vanguard
Capital Group
Aberdeen Genesis
Societe
Generale
21 I GCPL I Performance Update 3Q FY20 I January 29, 2020 *As of 31st Dec’19
WE REMAIN LASER FOCUSED ON EXECUTING OUR
KEY PRIORITIES
#3 Leveraging digital
#4 Enhancing go-to-market
Some of the statements in this communication may be forward looking statements within the meaning of
applicable laws and regulations. Actual results might differ substantially from those expressed or implied.
Important developments that could affect the Company’s operations include changes in the industry
structure, significant changes in political and economic environment in India and overseas, tax laws, import
duties, litigation and labour relations.
Mumbai, January 29, 2020: Godrej Consumer Products Limited (GCPL), a leading emerging markets
FMCG company, today announced its financial results for the quarter ending December 31, 2019.
FINANCIAL OVERVIEW
3Q FY 2020 FINANCIAL PERFORMANCE SUMMARY:
3Q FY 2020 consolidated constant currency sales increased by 6% year-on-year
- India business sales grew 1% year-on-year; 7% year-on-year in volume terms
- International business sales grew 11% year-on-year, on a constant currency basis
3Q FY 2020 consolidated constant currency EBITDA increased by 2% year-on-year; consolidated
EBIDTA margins maintained at 22.9%
3Q FY 2020 consolidated net profit and EPS (without exceptional items and one-offs) INR 423 crore
and INR 4.14 respectively
The board has declared an interim dividend of 200% (INR 2 per share)
“We delivered a steady performance in the third quarter of fiscal year 2020. Our India business
delivered a robust volume growth of 7% alongside gaining market shares across major categories, amid
further deterioration in staples consumption. We expect a gradual recovery in the coming quarters for
the FMCG industry and also for our business.
In our international businesses, Indonesia continued its strong performance with high single digit
profitable sales growth driven by a consistent performance across categories and several go-to-market
initiatives. In GAUM (Godrej Africa, USA, Middle East), we saw a sales recovery with higher than mid
single digit constant currency sales growth. The performance was driven by an improved performance
in our South and West Africa cluster. We continue to drive the scale up of the wet hair care business
and the relaunch of the Darling brand in the dry hair category, along with expansion in distribution
across GAUM.
Going ahead, we expect steady volume growth in India, supported by our continued focus on
innovations and enhancements to our go-to-market model. We will continue to drive profitable sales
growth in Indonesia, while focusing on profitability in Africa, and ensuring a meaningful turnaround in
our Latin American business.”
Performance Highlights
3Q FY 2020 India sales increased by 1% at INR 1,492 crore; 2 year sales CAGR of 4%
3Q FY 2020 India volumes increased by 7%
3Q FY 2020 Adjusted EBITDA was flat at INR 432 crore
3Q FY 2020 net profit without exceptions and one off items increased by 2% to INR 338 crore
Category Review
Household Insecticides
Household Insecticides continued its recovery, with higher than mid single digit volume growth
resulting in 3% value growth. We continue to sequentially gain market shares in the overall category,
including incense sticks. The initial response to the recently launched Goodknight Gold Flash Liquid
Vapouriser in South India has been encouraging, and we plan to scale it nationally in Q4FY20. We
will continue to have a strong new product development pipeline to help strengthen the portfolio
going forward and drive growth in the near future.
Soaps
Soaps delivered mid single digit volume growth. However, price offs and consumer offers resulted in
a sales decline of 4%. We continue to gain market shares driven by effective micro-marketing
initiatives and impactful consumer offers.
Hair Colours
Hair Colours delivered a soft performance on the back of general slowdown in the Hair Colour
category due its discretionary nature and consumers stretching their consumption. We have
maintained market share in Q3FY20. Godrej Expert Easy 5 minute shampoo hair colour is
performing well in South India and has been scaled up nationally. We continue to focus on
activations and effective media campaigns to recruit new consumers into the category.
Indonesia
Our Indonesia business delivered a 9% constant currency profitable sales growth. The adjusted
EBITDA margin expanded by 120 bps, led by gross margin expansion and cost saving programmes
(Project CERMAT). We are stepping up innovation momentum across categories, along with the
gradual expansion of our general trade distribution (Project RISE), to drive steady growth going
ahead.
Godrej Consumer Products is a leading emerging markets company. As part of the 123-year young
Godrej Group, we are fortunate to have a proud legacy built on the strong values of trust, integrity
and respect for others. At the same time, we are growing fast and have exciting, ambitious
aspirations.
Today, our Group enjoys the patronage of 1.15 billion consumers globally, across different
businesses. In line with our 3 by 3 approach to international expansion at Godrej Consumer Products,
we are building a presence in 3 emerging markets (Asia, Africa, Latin America) across 3 categories
(home care, personal wash, hair care). We rank among the largest household insecticide and hair care
players in emerging markets. In household insecticides, we are the leader in India, the second largest
player in Indonesia and are expanding our footprint in Africa. We are the leader in serving the hair
care needs of women of African descent, the number one player in hair colour in India and Sub-
Saharan Africa, and among the leading players in Latin America. We rank number two in soaps in
India and are the number one player in air fresheners and wet tissues in Indonesia.
But for us, it is very important that besides our strong financial performance and innovative, much-
loved products, we remain a good company. Approximately 23 per cent of the promoter holding in
our Group is held in trusts that invest in the environment, health and education. We are also bringing
together our passion and purpose to make a difference through our 'Good & Green' approach to
create a more inclusive and greener India.
At the heart of all of this, is our talented team. We take much pride in fostering an inspiring workplace,
with an agile and high performance culture. We are also deeply committed to recognising and valuing
diversity across our teams.
Disclaimer:
The financials disclosed above may differ from the reported financials to reflect the real business
financial performance. Some of the statements in this communication may be forward looking
statements within the meaning of applicable laws and regulations. Actual results might differ
substantially from those expressed or implied. Important developments that could affect the
Company’s operations include changes in the industry structure, significant changes in political and
economic environment in India and overseas, tax laws, import duties, litigation and labour relations.
Subject: Un-audited
u
Financial Results for the quarter
.•.
I nine months ended 31st December, 2019
.
Pursuant to regulation 33 of the SEBI (LODR) Regulations, 2015, please find enclosed Un-audited
Financial Results (Standalone & Consolidated) as per Indian Accounting Standards (IndAS) along with
limited Review Report thereon for the quarter / nine months ended 3pt December, 2019.
Thanking you,
Yours Truly,
E-69, EPIP, Sitapura, Jaipur-302022, Rajasthan, India I Tel.: 91-141-2771948/49, Fax: 91-141-2770510
Regd. Office: K-6B, Fateh Tiba, Adarsh Nagar, Jaipur-302004, Rajasthan, India I Tel.: 91-141-2601020, Fax: 91-141-2605077
CIN: L36911RJ1989PLC004945I Email: investor_relations@vaibhavglobal.comIWebsite:~:vaibhavglobal.com
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VAffiHAV GLOBAL LIMITED
REGD.OFF: K-6B, FATEH TIBA, ADARSH NAGAR, JAIPUR-302004
CIN: L36911RJI989PLC004945
Tel: 91-141-2601020, Fax: 91-141-2605077, EMail: investorJelations@Vaibhavglobal.com, Website: www.vaibhavglobal.com
STATEMENT OF UNAUDITED CONSOLIDATED FINANCIAL RESULTS FOR THE QUARTER AND YEAR TO DATE ENDED 31 DECEMBER 2019
Rs. in lacs, unless otherwise stated
Particulars I Year to date ended Year ended
31 December 2019 31 December 2018 31 December 2019 31 December 2018 31 March 2019
Unaudited Unaudited Unaudited Unaudited Audited
1. IINCOME
a.
b.
Revenue from operations
Other income
Total Income
2. IEXPENSES
a. Cost of materials consumed
I:'~WI 358.93
56,685.62
7,888.01
48,519.20
324.31
48,843.51
6,849.57
I
.
07
51'059' 11
312.39
51,371.46
8,020.69
1,48,841.531
1,055.22
1,49,896.75
21,648.67
1'35'244.7711
907.17
1,36,151.94
22,576.06
1,81,397.68
1,417.19
1,82,814.87
30,251.52
b. Purchases of stock-in-trade 13,193.43 10,859.78 11,644.12 33,949.91 27,682.20 35,109.36
c. Change in inventories of finished goods, stock-in-trade and work-in-progress (1,393.15) (794.49) (3,510.23) (4,532.29) (5,114.37) (4,933.71)
d. Employee benefits expense 9,467.30 8,623.47 9,100.65 26,603.65 25,091.93 33,691.48
e. Finance costs 253.82 114.69 55.86 451.75 340.57 465.75
f. Depreciation and amortisation expenses 757.77 759.63 620.27 2,353.51 1,832.41 2,460.74
g. Other expenses
(i) Manufacturing expenses 1,803.05 1,862.83 2,206.43 5,421.77 5,743.84 7,668.32
(ii) Administrative and selling expenses (<efer Note 8) 16,533.66 14,474.37 16,787.25 45,208.05 43,110.76 59,285.67
Total expenses 48,503.89 42,749.85 44,925.04 1,31,105.02 1,21,263.40 1,63,999.13
I
3. Profit before tax (1 - 2)
4. Tax expense (refer note 3)
8,181.73 6,093.66 6,446.42 18,791.73 14,888.54 18,815.74
A (i) Items that will not be reclassified to profit or loss (37.22) (86.60) 8.51 (111.66) 48.64
25.5311
(ii) Income tax relating to items that will not be reclassified to profit or loss 6.50 15.63 (1.83) 19.51 (5.50) (10.48)
B. (i) Items that will be reclassified to profit or loss 1,126.25 210.39 (500.63) 979.33 413.74 502.86
(ii) Income tax relating to items that will be reclassified to profit or loss (243.15) 61.55
7'ITota1 Comprehensive Income for the period (5+6) 7,651.08 5,034.70 4,514.28 15,939.37 12,666.85 II 15,958.05
8. Profit for the period attributable to :
a. Owners ofVaibhav Global Limited
II 6,555.55 I 4,895.28 I 5,251.38 II 15,052.19 I 12,171.5311 15,417.03
b. Non-controlling interests
9. IOther comprehensive income attributable to :
a. Owners ofVaibhav Global Limited II 1,095.53 I 139.42 I (737.10)11 887.18 I 495.32 II 541.02
b. Non-controlling interests
. ,Total comprehensive income attributable to :
a. Owners of Vaibhav Global Limited 7,651.08 I 5,034.70 I 4,514.28 II 15,939.37 I 12,666.85 II 15,958.05
+ lib. Non-controlling interests
Paid-up Equity Share Capital (Face Value Per Share ofRs. 10/-) 3,210.90 I 3,253.33 I 3,263.93 II 3,210.90 1 3,263.93 II 3,266.24
. ,Earnings per equity share
i) Basic
ii) Diluted
20.161
19.60
14.971
14.50
16.11
15.58
II 46.281
4,01 £6~&A
47.27
45.84
)-
Notes:
1) The above unaudited consolidated financial results for the quarter ended 31 December 2019 and year to date for the
period from 1 April 2019 to 31 December 2019 have been reviewed by the Audit Committee & approved by the
Board of Directors at their respective meetings held on 29 January 2020.
2) These unaudited consolidated financial results have been prepared in accordance with Indian Accounting Standards
('Ind AS') prescribed under Section 133 of the Companies Act, 2013 read with the relevant rules thereunder and in
terms of Regulation 33 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015.
3) Current tax include minimum alternate tax (MAT) and deferred tax include MAT credit entitlement.
4) Key numbers of standalone financial results of the Parent Company i.e. Vaibhav Global Limited are as under:
5) The unaudited consolidated financial results include the financial results of the Parent Company and the financial
results of the following subsidiaries and step down subsidiaries (collectively referred as 'the Group'):
6) The Company has allotted 114,475 and 312,371 equity shares ofRs. 10/- each for the quarter ended 31 December
2019 and year to date for the period from 01 April 2019 to 31 December 2019 respectively, under the Company's
Employees Stock Option Scheme-2006 (As Amended) through Vaibhav Global Employee Stock Option Welfare
Trust at exercise price ranging from Rs. 45.30 - Rs. 743.95.
7) The shareholders approved the proposal of buyback of equity shares recommended by the Board of Directors, in its
meeting held on 30 May 2019, through the postal ballot that concluded on 05 August 2019. The buyback was offered
to all eligible equity shareholders of the Company (except promoters, promoter group and the persons in control of
the Company) under the open market route through the stock exchange. The buyback of equity shares through the
stock exchange commenced on 20 August 2019 and was completed on 25 November 2019 and the Company has
bought back and extinguished a total of865,675 equity shares at an average buyback price ofRs. 831.72/- per equity
share, comprising 2.63% of the pre-buyback paid-up equity share capital of the Company. The buyback resulted in
a cash outflow of Rs. 7,199.98 lacs (excluding transaction costs). The Company funded the buyback from its
securities premium. In accordance with section 69 of the Companies Act, 2013, as at 31 December 2019, the
Company has created 'Capital Redemption Reserve' of Rs. 86.57 lacs equal to the nominal value of the shares
bought back as an appropriation from securities premium.
As on 30 September 2019, the Company was in the process of ascertaining the tax liability in accordance with
Section 115QA of the Income Tax Act, 1961. As a matter of abundant caution, the Company had created provision
for tax liability through securities premium amounting to Rs. 645.00 lacs in respect of buyback of equity shares till
30 September 2019. During the current reporting period, basis external opinion obtained by the Company, the tax
provision created earlier, is reversed.
8) Effective 01 April 2019, the Group adopted Ind AS 116 "Leases", applied to all lease contracts existing on
01 April 20 19 using the modified retrospective method and has taken the cumulative adjustment to retained earnings,
as on the date of initial application. Accordingly, the Group is not required to restate the comparative information.
On 01 April 2019, the Group has recognised a lease liability measured at the present value of the remaining lease
payments and Right-of-Use (ROU) assets at its carrying amount as if the standard had been applied since the lease
commencement date, but discounted using the lessee's incremental borrowing rate as at 01 April 2019. This has
resulted in recognizing a "Right of use assets" of Rs. 2,794.35 lacs and a corresponding "Lease liability" of
Rs. 3,223.24 lacs by adjusting retained earnings net of taxes ofRs. 463.33 lacs as on 01 April 2019. In respect of
leases that were classified as finance leases, on applying Ind AS 17, Rs. 363.57 lacs have been reclassified from
"Property, plant and equipment" to "Right of use asset".
Consequently, in the statement of profit and loss for the current period, the nature of expenses in respect of operating
leases has changed from "Rent" in previous period to "Depreciation and amortisation expense" for the right of use
assets and "Finance cost" for interest accrued on lease liability. As a result the "Rent", "Depreciation and
amortisation expense" and "Finance cost" of the current period is not comparable to the earlier periods. To the extent
the performance of the current period is not comparable with previous period results, the reconciliation of above
effect on statement of profit and loss for quarter ended 31 December 2019 and year to date for the period from 1
April 2019 to 31 December 2019 is as under:
9) Item exceeding 10% of total expenditure (included in other expenses - administrative and selling expenses)
10) The Company has received a notice from the Income Tax Department under Section 148 of the Income Tax Act,
1961. Honorable High Court has granted stay order on the Company's petition. Based upon the nature and external
expert opinion obtained by the Company, the management does not expect any liability to arise out of it.
11) Considering business convenience and operational advantages, the Board of Directors have proposed the change of
domicile of existing subsidiary i.e. Genoa Jewelers Ltd from British Virgin Island to Mauritius. Subsequent to the
quarter end, the subsidiary has been de-registered in British Virgin Island and registered in Mauritius. The property,
rights or obligations of the continuing company will not be affected nor will any proceedings by or against the
continuing company.
12) The Board of Directors of the parent company have declared interim dividend ofRs. 7/- per fully paid up equity
share ofRs.l 0/- each. The Company has fixed 10 February 2020 as the 'record date' for payment ofInterim Dividend
on Equity shares for the financial year 2019-20. The said Interim Dividend will be credited/dispatched to the
respective equity shareholders on or before 28 February 2020, i.e. within 30 days ofthe declaration of dividend.
13) The Group operates in single business segment i.e. Fashion Jewelry and Life Style Products.
Sunil Agraw
Place: Jaipur Managing Director
Date: 29 January 2020 DIN: 00061142
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Notes:
1) The above .unaudited stand~lone financial results for the quarter ended 31 December 2019 and year to date
for the penod from 01 Apnl 2019 to 31 December 2019 have been reviewed by the Audit Committee &
approved by the Board of Directors at their respective meetings held on 29 January 2020.
2) These unaudited standalone financial results have been prepared in accordance with Indian Accounting
Standards ('Ind AS') prescribed under Section 133 of the Companies Act, 2013 read with the relevant rules
thereunder and in terms of Regulation 33 of the SEBI (Listing Obligations & Disclosure Requirements)
Regulations 2015.
3) Current tax includes minimum alternate tax (MAT) and deferred tax includes MAT credit entitlement.
4) The Company has allotted 114,475 and 312,371 equity shares ofRs. 10/- each for the quarter ended 31
December 2019 and year to date for the period from 01 April 2019 to 31 December 2019 respectively, under
the Company's Employees Stock Option Scheme-2006 (As Amended) through Vaibhav Global Employee
Stock Option Welfare Trust at exercise price ranging from Rs. 45.30 - Rs. 743.95.
5) Ind AS 116 - Leases, has become applicable effective annual reporting period beginning 01 April 2019.
The Company has adopted the standard beginning 01 April 2019, using the modified retrospective approach
for transition. Accordingly, the Company has not restated the comparative information, instead the
cumulative effect of initially applying the standard has been recognised as an adjustment to the opening
balance of retained earnings as on 01 April 2019. In respect ofleases that were classified as finance leases,
on applying Ind AS 116, Rs. 363.57 lacs has been reclassified from "Property, plant and equipment" to
"Right of use asset". The impact of the above change on profit for the period is insignificant on these
financial results.
6) The shareholders approved the proposal of buyback of equity shares recommended by the Board of
Directors, in its meeting held on 30 May 2019, through the postal ballot that concluded on 05 August 2019.
The buyback was offered to all eligible equity shareholders of the Company (except promoters, promoter
group and the persons in control of the Company) under the open market route through the stock exchange.
The buyback of equity shares through the stock exchange commenced on 20 August 20 19cand-....,~s
completed on 25 November 2019 and the Company has bought back and extinguished a total of 865,675
equity shares at an average buyback price of Rs. 831.72/- per equity share, comprising 2.63% of the pre-
buyback paid-up equity share capital of the Company. The buyback resulted in a cash outflow of Rs.
7,199.98 lacs (excluding transaction costs). The Company funded the buyback from its securities premium.
In accordance with section 69 of the Companies Act, 2013, as at 31 December 2019, the Company has
created 'Capital Redemption Reserve' of Rs. 86.57 lacs equal to the nominal value of the shares bought
back as an appropriation from securities premium.
As on 30 September 2019, the Company was in the process of ascertaining the tax liability in accordance
with Section l15QA of the Income Tax Act, 1961. As a matter of abundant caution, the Company had
created provision for tax liability through securities premium amounting to Rs. 645.00 lacs in respect of
buyback of equity shares till 30 September 2019. During the current reporting period, basis external opinion
obtained by the Company, the tax provision created earlier, is reversed.
7) The Company has received a notice from the Income Tax Department under Section 148 of the Income Tax
Act, 1961. Honorable High Court has granted stay order on the Company's petition. Based upon the nature
and external expert opinion obtained by the Company, the management does not expect any liability to arise
out of it.
8) Considering business convenience and operational advantages, the Board of Directors have proposed the
change of domicile of existing subsidiary i.e. Genoa Jewelers Ltd from British Virgin Island to Mauritius.
Subsequent to the quarter end, the subsidiary has been de-registered in British Virgin Island and registered
in Mauritius. The property, rights or obligations of the continuing company will not be affected nor will any
proceedings by or against the continuing company.
9) The Board of Directors of the parent company have declared interim dividend of Rs. 7/- per fully paid up
equity share ofRs.10/- each. The Company has fixed 10 February 2020 as the 'record date' for payment of
Interim Dividend on Equity shares for the financial year 2019-20. The said Interim Dividend will be
credited/dispatched to the respective equity shareholders on or before 28 February 2020, i.e. within 30 days
of the declaration of dividend.
10) The Company operates in single business segment i.e. Fashion Jewelry & Life Style Products.
Place: Jaipur
Date: 29 January 2020
B S R & Co. LLP
Chartered Accountants
Limited review report on unaudited consolidated financial results for the quarter and year to
date ended 31 December 2019 of Vaibhav Global Limited under Regulation 33 of the SEBI
(Listing Obligation and Disclosure Requirements) Regulations, 2015
To
Board of Directors ofVaibhav Global Limited
2. This Statement, which is the responsibility of the Parent's management and approved by the
Parent's Board of Directors, has been prepared in accordance with the recognition and measurement
principles laid down in Indian Accounting Standard 34 "Interim Financial Reporting" ("Ind AS
34"), prescribed under Section 133 of the Companies Act, 2013, and other accounting principles
generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. Our
responsibility is to express a conclusion on the Statement based on our review.
3. We conducted our review of the Statement in accordance with the Standard on Review
Engagements (SRE) 2410 "Review of Interim Financial Information Performed by the Independent
Auditor of the Entity", issued by the Institute of Chartered Accountants ofIndia. A review of interim
financial information consists of making inquiries, primarily of persons responsible for financial
and accounting matters, and applying analytical and other review procedures. A review is
substantially less in scope than an audit conducted in accordance with Standards on Auditing and
consequently does not enable us to obtain assurance that we would become aware of all significant
matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
We also performed procedures in accordance with the circular issued by the SEBI under Regulation
33 (8) of the Listing Regulations, to the extent applicable.
5. Based on our review conducted and procedures performed as stated in paragraph 3 above and based
on the consideration of the review reports of the other auditors referred to in paragraph 6 below,
nothing has come to our attention that causes us to believe that the accompanying Statement,
prepared in accordance with the recognition and measurement principles laid down in the aforesaid
Indian Accounting Standard and other accounting principles generally accepted in India, has not
disclosed the information required to be disclosed in terms of Regulation 33 of the Listing
Regulations, including the manner in which it is to be disclosed, or that it contains any material
misstatement.
6. We did not review the financial information of four subsidiaries included in the Statement, whose
financial information reflect total revenues ofRs. 9,407.91 lacs and Rs. 27,796.07 lacs, total net
profit after tax ofRs. 258.01 lacs and Rs 941.40 lacs and total comprehensive income ofRs. 258.01
lacs and Rs. 941.40 lacs, for the quarter ended 31 December 2019 and for the period from 1 April
2019 to 31 December 2019, respectively, as considered in the consolidated unaudited financial
results. These subsidiaries are located outside India whose financial information have been prepared
in accordance with accounting principles generally accepted in their respective countries and which
have been reviewed by other auditors under generally accepted auditing standards applicable in
their respective countries. The Company's management has converted the financial information of
these subsidiaries located outside India from accounting principles generally accepted in their
respective countries to accounting principles generally accepted in India. We have reviewed these
conversion adjustments made by the Company's management. Our conclusion on the Statement, is
so far as it relates to the amounts and disclosures included in respect of these subsidiaries, is based
solely on the reports of the other auditors and the procedures performed by us as stated in paragraph
3 above.
Our conclusion on the Statement is not modified in respect of the above matters.
Rajiv Go
Partn /
Place: Jaipur Membership No. 094549
Date: 29 January 2020 ICAI UDIN: 20094549AAAAAN7357
B S R & Co. LLP
Chartered Accountants
Limited review report on unaudited standalone financial results for the quarter and year to date
ended 31 December 2019 of Vaibhav Global Limited under Regulation 33 of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015
To
Board of Directors of Vaibhav Global Limited
2. This Statement, which is the responsibility of the Company's management and approved by
the Board of Directors, has been prepared in accordance with the recognition and measurement
principles laid down in Indian Accounting Standard 34 "Interim Financial Reporting" ("Ind
AS 34"), prescribed under Section 133 of the Companies Act, 2013, and other accounting
principles generally accepted in India and in compliance with Regulation 33 of the Listing
Regulations. Our responsibility is to issue a report on the Statement based on our review.
3. We conducted our review of the Statement in accordance with the Standard on Review
Engagements (SRE) 2410 "Review of Interim Financial Information Performed by the
Independent Auditor of the Entity" issued by the Institute of Chartered Accountants of India.
This standard requires that we plan and perform the review to obtain moderate assurance as to
whether the Statement is free of material misstatement. A review is limited primarily to
inquiries of company personnel and analytical procedures applied to financial data and thus
provides less assurance than an audit. We have not performed an audit and accordingly,
we do not express an audit opinion,
4, Based on our review conducted as above, nothing has come to our attention that causes us to believe
that the accompanying Statement, prepared in accordance with applicable accounting standards
and other recognised accounting practices and policies has not disclosed the information
required to be disclosed in terms of Regulation 33 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 including the manner in which it is to be disclosed,
or that it contains any material misstatement.
Rajiv
Partner
Place: Jaipur Member ip No. 094549
Date: 29 January 2020 ICAI UDIN: 20094549AAAAAM5844
Dear Sirs,
Sub: 1. Audited Financial Results for the quarter and year ended 31 December 2019
2. Recommendation of the Final Dividend
1. Audited Financial Results of the Company for the quarter and year ended 31 December
2019.
In this regard, we are submitting herewith the following documents:-
a) The Audited Financial Results of the Company for the quarter and year ended 31
December 2019; and
b) The Statutory Auditor's Report on the Financial Results.
In compliance with Regulation 33(3)(d) of the SEBI (LODR), as amended from time to time,
the Board of Directors have declared that the Statutory Auditors of the Company, Price
Waterhouse Chartered Accountants LLP (Firm Registration no. 012754N / N500016) have
issued an Audit Report with unmodified opinion on the Annual Audited Financial Results of
the Company for the year ended 31 December 2019.
The Meeting of the Board of Directors commenced at 1200 hours and concluded at 1630 hours.
Yours faithfully,
For Foseco India Limited
�
� '
Mahendra Kumar Dutia
Controller of Accounts and Company Secretary
Enclosing: as above
Statement of financials results for the quarter and year ended 31 December 2019
IAll li□uroo In Ru""•• L.okh•l
Sr, Particulars Current Preceding Corresponding Currant Pl'eviou1
3 month5 ended 3 months ended 3 month■ ended In Accounting Year Accounting Year
No. the previous year Ended Ended
a Revenue rrom Operalions (rarer note 4) 7,332.32 7,893.34 8,916.40 32,252.39 36,215.58
2 Expenses
4 Tax Expense
5 Net Profit for tha Period I Year 641.98 1,021.60 702.24 3,453.29 3,203,65
i Remeasurement of defined employee benefit plans (89.27) (7.23) (87.76) (110,96) (124,51)
ii Tax relating lo remeasurement of defined benefit plan 22.37 1,85 30.71 27,93 43,51
Total other comprehan■ive income, net of tax (66.90) (5.38) (57,05) (83.03) (81,00)
7 Total comprehensive Income for the period I year (5 +I- 6) 575.08 1,016.22 845.19 3,370.26 3,122.65
8 Paid up Equity Share Capital (Face Value Rs. 101- par share) 638.65 638.65 638.65 638.65 638,65
Basic and diluted earnings per ahara (in INR) 10.05 16,00 11,00 54, 07 50.16
10 Reserves Excluding Revaluation Reserve II par Audited
16,500,18 14,972,15
Balance Sheet of Previous Accounting Year
Paga 1 of 4
Statement of Asaets and Llabilitie■ as at December 31, 2019
2 Current asaeta
(a) Inventories 1,939,95 2,097_62
LIABILITIES
1 Non-Current Liabilities
(a) Financial liabilities
i, Other financial liabilities 28.96 186,76
2 Current LiabilitlH
(a) Financial liabilities
i, Trade payables
- Total outstanding dues of micro enterprises and small
1.06 47,65
enterprises
- Total outstanding dues of creditors other than micro
6,418.22 6,466.88
enterprises and small enterprises
Page 2 of 4
Statement of Cash Flow as at Financial Year Ended December 31, 2019
Cash and cash equivalents et the beginning of the year 9,239.08 7,175,59
C11h and cash equivalents at the and of the year 11,107.60 9,239.08
Nole : The above Statement of Cash Flows has been prepared under the "Indirect Method" as set out in the Ind AS - 7 on Statement of Cash Flow,
Page 3 of 4
NOTES:
The results have been reviewed by the Audit Committee and approved by the Company's Board or Direclors at their respective meelings held on January 29th, 2020.
The statulory audilors have carried out the audit ror the year ended 31 December 2019 and have issued an unmodified opinion,
2 Figures of the quarter ended 31 December 2019 and 31 December 2018 are the balancing figures between audited figures in respect of the relevant full financial year and the
published year to date figures up to third quarter or relevant financial year,
The Company has only one reportable segment, metallurgical products and services, in accordance with Ind AS 1DB - "Operating Segments", notified pursuant to the Companies
{Indian Accounting Slandards) Rules, 2015.
4 Effective January 1, 2019, the Company has adopted Ind AS 115- 'Revenue from Contracts with Customers, replacing existing revenue recognition standards viz. Ind AS 18
'Revenue' and Ind AS 11 'Construction Contracts'. Using the modified retrospective approach, there were no adjustmenls required to lhe retained earnings as al January 1, 2019,
Also the adoption of Ind AS 115 did not have any material impact on the recognition and measurement of revenue and related items in the financial results of the Company.
The Board of Directors of the Company has recommended payment of a final dividend of Rs 10/- (100%) on a paid-up equity share of Rs 10/- each for the financial year
ended 31 December 2019, subject to the Shareholders' approval at the forthcoming Annual General Meeting. This in addition to 2 interim dividends aggregating to
Rs 15/- (150%) per share, brings the cumulative dividend for the financial year to Rs 25/- (250%) per share,
Pursuant to the announcement made by the Finance Ministry of the Government of India on September 20, 2019, the Company, basis their assessment opted for a lower corporate
tax rate as per section 114BAA of the Income Tex Act, 1961 as introduced by the Taxation Laws (Amendment) Ordinance, 2019 from financial year 2019-20 onwards-A ccordingly,
the Company recognised Provision for Income Tax and remeasured Iha Deferred Tax Assels basis the revised lower tax rale and impact of the same was recognised in the year
ended December 31, 2019.
Previous period f year figures have been regrouped/rearranged wherever considered necessary
Sarljay Mathur
Managing Diractor
DIN: 00029868
Page 4 of 4
Price Waterhouse Chartered Accountants LLP
Independent auditor's report
To the Members ofFoseco India Limited
Report on the audit ofthe financial statements
Opinion
1. We have audited the accompanying financial statements of Foseco India Limited ("the Company"), which
comprise the balance sheet as at December 31, 2019, and the statement of Profit and Loss ((including
Other Comprehensive Income), statement of changes in equity and statement of cash flows for the year
then ended, and notes to the financial statements, including a summary of significant accounting policies
and other explanatory information.
2. In our opinion and to the best of our information and according to the explanations given to us, the
aforesaid financial statements give the information required by the Companies Act, 2013 ("the Act") in
the manner so required and give a true and fair view in conformity with the accounting principles generally
accepted in India, of the state of affairs of the Company as at December 31, 2019, and total comprehensive
income (comprising of profit and other comprehensive income), changes in equity and its cash flows for
the year then ended.
3. We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section
143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor's
Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the
Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India
together with the ethical requirements that are relevant to our audit of the financial statements under the
provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in
accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our opinion.
4. Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the financial statements of the current period. These matters were addressed in the context of our
audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters.
-
1 �ey audit matter Ho� ou� audit add;essed the �ey �udit ..;.�tt�. - ·j
Revenue recognition
Refer Note 1 (d) and 17 to the Financial Statements. Our testing of revenue transactions was designed to cover certain
Effective January 1, 2019, the Company has adopted Ind AS 115 customer contracts. Our audit procedures included the following:
• Understanding, evaluating the design and testing the operating
"Revenue from Contracts with Customers". The Company has effectiveness of controls over revenue recognition process including
opted for the modified retrospective approach and accordingly, contract monitoring, billings and approvals;
revieweu ils exislin!!, cuslumer cunlrdcls in Lhis re!!,aru. As • Evaluating the contract terms for assessment of the timing of
mentioned in the note, adoption of the Ind AS 115 did not have any transfer of control to the customer to assess whether revenue is
significant impact on the recognition and measurement of revenue recognised appropriately;
and related items in the financial statements of the Company. • Testing whether the revenue recognition is in line with the terms of
Revenue from the sale of products is recognized when control of customer contracts;
• Assessing whether fair value of consideration received, or receivable
products being sold is transferred to customer and there is no has been determined appropriately in terms of the customer contract,
unfulfilled obligation and it is measured at fair value of the reviewing customer correspondence and verifying pre and post year
consideration received or receivable, after deduction of any end cut-off had been appropriately applied;
discounts and taxes or duties collected on behalf of the government • Testing of journal entries for unusual/irregular revenue
such as goods and services tax etc. transactions; and
We have considered revenue recognition as a key audit matter since • Evaluating adequacy of the presentation and disclosures
there is a risk of material misstatement; and additional disclosures
Based on the above stated procedures, no significant exceptions were
are required to be made in the year of adoption in accordance with
noted in revenue recognition including those relating to presentation
the applicable accounting standards. and disclosures.
P1'ice Waterhouse Chartered Accountants LLP, 7th Floor, Tower A - Wing 1, Busi1
Yerwada, Pune - 411 006
T: +91 (20) 41004444, F: +91 (20) 41006161
Registered office and Head office: Sucheta Bhawan, 11A Vishnu Digambar Marg, New Delhi 110 002
Prtce Waterhouse (a Partnership Firm) converted into Prtce Waterhouse Chartered Accountants LLP (a Limited Liability Partnership with LLP i en. no: LLPIN AAC-5001)
with effect from July 25, 2014. Post its conversion to Prtce Waterhouse Chartered Accountants LLP, its ICAI registration number is 0127.54N/N600016 (ICAI registration
number before conversion was 012754N)
Price Waterhouse Chartered Accountants LLP
Other Information
5. The Company's Board of Directors is responsible for the other information. The other information
comprises the information included in the Board of Directors report, but does not include the financial
statements and our auditor's report thereon.
Our opinion on the financial statements does not cover the other information and we will not express any
form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If,
based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact.
6. The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Act with
respect to the preparation of these financial statements that give a true and fair view of the financial
position, financial performance, changes in equity and cash flows of the Company in accordance with the
accounting principles generally accepted in India, including the Accounting Standards specified under
section 133 of the Act This responsibility also includes maintenance of adequate accounting records in
accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing
and detecting frauds and other irregularities; selection and application of appropriate accounting policies;
making judgments and estimates that are reasonable and prudent; and design, implementation and
maintenance of adequate internal financial controls, that were operating effectively for ensuring the
accuracy and completeness of the accounting records, relevant to the preparation and presentation of the
financial statements that give a true and fair view and are free from material misstatement, whether due
to fraud or error.
7. In preparing the financial statements, management is responsible for assessing the Company's ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless management either intends to liquidate the Company or to cease
operations, or has no realistic alternative but to do so. Those Board of Directors are also responsible for
overseeing the Company's financial reporting process.
8. Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are
free from material misstatement, whether due to fraud or error, and to issue an auditor's report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with SAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these financial statements.
9. As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional
skepticism throughout the audit. We also:
a) Identify and assess the risks of material misstatement of the financial statements, whether due to
fraud or error, design and perform audit procedures responsive to those ris
evidence that is sufficient and appropriate to provide a basis for our opinion.
a material misstatement resulting from fraud is higher than for one resulting fr
involve collusion, forgery, intentional omissions, misrepresentations, or tb
control.
Price Waterhouse Chartered Accountants LLP
b) Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. Under Section 143(3)(i) of the Act, we are also responsible
for expressing our opinion on whether the company has adequate internal financial controls with
reference to financial statements in place and the operating effectiveness of such controls.
c) Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management.
d) Conclude on the appropriateness of management's use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Company's ability to continue as a going concern. If
we conclude that a material uncertainty exists, we are required to draw attention in our auditor's
report to the related disclosures in the financial statements or, if such disclosures are inadequate, to
modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our
auditor's report. However, future events or conditions may cause the Company to cease to continue
as a going concern.
e) Evaluate the overall presentation, structure and content of the financial statements, including the
disclosures, and whether the financial statements represent the underlying transactions and events
in a manner that achieves fair presentation.
10. We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit.
11. We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.
12. From the matters communicated with those charged with governance, we determine those matters that
were of most significance in the audit of the financial statements of the current period and are therefore
the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes
public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter
should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.
13. As required by the Companies (Auditor's Report) Order, 2016, issued by the Central Government oflndia
in terms of sub-section (11) of section 143 of the Act ("the Order"), and on the basis of such checks of the
books and records of the Company as we considered appropriate and according to the information and
explanations given to us, we give in the Annexure B a statement on the matters specified in paragraphs 3
and 4 of the Order, to the extent applicable.
a. We have sought and obtained all the information and explanations which to the best of our knowledge
and belief were necessary for the purposes of our audit.
b. In our opinion, proper books of account as required by law have been kept by
appears from our examination of those books.
Price Waterhouse Chartered Accountants LLP
c. The Balance Sheet, the Statement of Profit and Loss (including other comprehensive income), the
Statement of Changes in Equity and Cash Flow Statement dealt with by this Report are in agreement
with the books of account.
d. In our opinion, the aforesaid Ind AS financial statements comply with the Indian Accounting
Standards specified under Section 133 of the Act.
e. On the basis of the written representations received from the directors as on December 31, 2019 taken
on record by the Board of Directors, none of the directors is disqualified as on December 31, 2019 from
being appointed as a director in terms of Section 164 (2) of the Act.
f. With respect to the adequacy of the internal financial controls with reference to financial statements
of the Company and the operating effectiveness of such controls, refer to our separate Report in
Annexure A.
g. With respect to the other matters to be included in the Auditors' Report in accordance with Rule 11 of
the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our knowledge and
belief and according to the information and explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its
financial statements Refer Note 31 (a) to the financial stateJDents;
ii. The Company has long-term contracts as at December 31, 2019 for which there were no material
foreseeable losses. The Company did not have any derivative contracts as at December 31, 2019.
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor
Education and Protection Fund by the Company.
iv. The reporting on disclosures relating to Specified Bank Notes is not applicable to the
Company for the year ended December 31, 2019.
15. The Company has paid/ provided for managerial remuneration in accordance with the requisite approvals
mandated by the provisions of Section 197 read with Schedule V to the Act.
Amit Borkar
Place: Pune Partner
Date: January 29, 2020 Membership Number: 109846
UDIN: 2..01 oci S' 46 MAAAN9 I oq
Price Waterhouse Chartered Accountants LLP
Annexure A to Independent Auditors' Report
Referred to in paragraph 14(±) of the Independent Auditors' Report of even date to the members
of Foseco India Limited on the financial statements for the year ended December 31, 2019.
Page 1 of 2
1. We have audited the internal financial controls with reference to financial statements of Foseco
India Limited ("the Company") as of December 31, 2019 in conjunction with our audit of the
financial statements of the Company for the year ended on that date.
2. The Company's management is responsible for establishing and maintaining internal financial
controls based on the internal control over financial reporting criteria established by the
Company considering the essential components of internal control stated in the Guidance Note
on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of
Chartered Accountants of India (ICAI). These responsibilities include the design,
implementation and maintenance of adequate internal financial controls that were operating
effectively for ensuring the orderly and efficient conduct of its business, including adherence
to company's policies, the safeguarding of its assets, the prevention and detection of frauds and
errors, the accuracy and completeness of the accounting records, and the timely preparation of
reliable financial information, as required under the Act.
Auditors' Responsibility
3. Our responsibility is to express an opinion on the Company's internal financial controls with
reference to financial statements based on our audit. We conducted our audit in accordance
with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the
"Guidance Note") and the Standards on Auditing deemed to be prescribed under section
143(10) of the Act to the extent applicable to an audit of internal financial controls, both
applicable to an audit of internal financial controls and both issued by the ICAI. Those
Standards and the Guidance Note require that we comply with ethical requirements and plan
and perform the audit to obtain reasonable assurance about whether adequate internal
financial controls with reference to financial statements was established and maintained and
if such controls operated effectively in all material respects.
4. Our audit involves performing procedures to obtain audit evidence about the adequacy of the
internal financial controls system with reference to financial statements and their operating
effectiveness. Our audit of internal financial controls with reference to financial statements
included obtaining an understanding of internal financial controls with reference to financial
statements, assessing the risk that a material weakness exists, and testing and evaluating the
design and operating effectiveness of internal control based on the assessed risk. The
procedures selected depend on the auditor's judgement, including the assessment of the risks
of material misstatement of the financial statements, whether due to fraud or error.
5. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our audit opinion on the Company's internal financial controls system with reference
to financial statements.
Price Waterhouse Chartered Accountants LLP
Annexure A to Independent Auditors' Report
Referred to in paragraph 14(±) of the Independent Auditors' Report of even date to the members
of Foseco India Limited on the financial statements for the year ended December 31, 2019.
Page 2 of 2
7. Because of the inherent limitations of internal financial controls with reference to financial
statements, including the possibility of collusion or improper management override of
controls, material misstatements due to error or fraud may occur and not be detected. Also,
projections of any evaluation of the internal financial controls with reference to financial
statements to future periods are subject to the risk that the internal financial control controls
with reference to financial statements may become inadequate because of changes in
conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
8. In our opinion, the Company has, in all material respects, an adequate internal financial
controls system with reference to financial statements and such internal financial controls with
reference to financial statements were operating effectively as at December 31, 2019, based on
the internal control over financial reporting criteria established by the Company considering
the essential components of internal control stated in the Guidance Note on Audit of Internal
Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants
oflndia.
Amit Borkar
Place: Pune Partner
Date: January 29, 2020 Membership Number: 109846
UDIN: 2.oto9B-4 6 A-A-A-A-A-N9 I09
Price Waterhouse Chartered Accountants LLP
Annexure B to Independent Auditors' Report
Referred to in paragraph 13 of the Independent Auditors' Report of even date to the members of
Foseco India Limited on the :financial statements as of and for the year ended December 31, 2019
Page 1 of 2
i. (a) The Company is maintaining proper records showing full particulars, including quantitative
details and situation, of fixed assets.
(b) The fixed assets of the Company have been physically verified by the Management during the
year and no material discrepancies have been noticed on such verification. In our opinion, the
frequency of verification is reasonable.
(c) The title deeds of immovable properties as disclosed in Note 3(a) - Property, plant and
equipment to the financial statements, are held in the name of the Company.
ii. The physical verification of inventory excluding stocks with third parties has been conducted
at reasonable intervals by the Management during the year. In respect of inventories lying with
third parties, these have substantially been confirmed by them. The discrepancies noticed on
physical verification of inventory as compared to book records were not material and have
been appropriately dealt with in the books of account.
iii. The Company has not granted any loans, secured or unsecured, to companies, firms, Limited
Liability Partnerships or other parties covered in the register maintained under Section 189 of
the Act. Therefore, the provisions of Clause 3(iii), (iii)(a), (iii)(b) and (iii)(c) of the said Order
are not applicable to the Company.
iv. The Company has not granted any loans or made any investments, or provided any guarantees
or security to the parties covered under Section 185 and 186. Therefore, the provisions of
Clause 3(iv) of the said Order are not applicable to the Company.
v. The Company has not accepted any deposits from the public within the meaning of Sections
73, 74, 75 and 76 of the Act and the Rules framed there under to the extent notified.
vi. Pursuant to the rules made by the Central Government of India, the Company is required to
maintain cost records as specified under Section 148(1) of the Act in respect of its products.
We have broadly reviewed the same, and are of the opinion that, prima facie, the prescribed
accounts and records have been made and maintained. We have not, however, made a detailed
examination of the records with a view to determine whether they are accurate or complete.
vii. (a) According to the information and explanations given to us and the records of the Company
examined by us, in our opinion, the Company is generally regular in depositing undisputed
statutory dues in respect of income tax and employees' state insurance, though there has been
a slight delay in a few cases, and is regular in depositing undisputed statutory dues, including
provident fund, sales tax, service tax, duty of customs, duty of excise, value added tax, cess,
goods and service tax and other material statuto1y dues, as applicable, with the appropriate
authorities.
(b) According to the information and explanations given to us and the records of the Company
examined by us, the particulars of dues of income tax as at December 31, 2019 which have not
been deposited on account of a dispute, are as follows:
Name of Nature of dues Amount Amount paid Period to Forum where the
the (Rs. lakhs) under protest which the dispute is pending
statute (Rs. lakhs) amount
relates
Income Income tax 129.36 129.36 1997-1998 Commissioner of
Tax Act Income-tax
(A eals)
Income Income tax 11.59 11.59 2012-2013 Income Tax
Tax Act
Price Waterhouse Chartered Accountants LLP
viii. As the Company does not have any loans or borrowings from any financial institution or bank
or Government, nor has it issued any debentures as at the balance sheet date, the provisions
of Clause 3(viii) of the Order are not applicable to the Company.
ix. The Company has not raised any moneys by way of initial public offer, further public offer
(including debt instruments) and term loans. Accordingly, the provisions of Clause 3(ix) of the
Order are not applicable to the Company.
x. During the course of our examination of the books and records of the Company, carried out in
accordance with the generally accepted auditing practices in India, and according to the
information and explanations given to us, we have neither come across any instance of
material fraud by the Company or on the Company by its officers or employees, noticed or
reported during the year, nor have we been informed of any such case by the Management.
x1. The Company has paid/ provided for managerial remuneration in accordance with the
requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Act.
Also refer paragraph 15 of our main audit report.
xii. As the Company is not a Nidhi Company and the Nidhi Rules, 2014 are not applicable to it,
the provisions of Clause 3(xii) of the Order are not applicable to the Company.
xin. The Company has entered into transactions with related parties in compliance with the
provisions of Sections 177 and 188 of the Act. The details of such related party transactions
have been disclosed in the financial statements as required under Indian Accounting Standard
(Ind AS) 24, Related Party Disclosures specified under Section 133 of the Act.
xiv. The Company has not made any preferential allotment or private placement of shares or fully
or partly convertible debentures during the year under review. Accordingly, the provisions of
Clause 3(xiv) of the Order are not applicable to the Company.
xv. The Company has not entered into any non-cash transactions with its directors or persons
connected with him. Accordingly, the provisions of Clause 3(xv) of the Order are not
applicable to the Company.
xvi. The Company is not required to be registered under Section 45-IA of the Reserve Bank of India
Act, 1934. Accordingly, the provisions of Clause 3(xvi) of the Order are not applicable to the
Company.
Amit Borkar
Place: Pune Partner
Date: January 29, 2020 Membership Number: 109846
UDIN: .2..01o'lg,Lf1, A-I'\ f\-AA rvCf I 09
� THE HI-TECH GEARS LTD. CIN -L29130HR1986PLC081555
Corporate Office: Millennium Plaza, Tower-B, Sushant Lok-1, Sector-27, Gurugram -122009,
January 29, 2020 Haryana, INDIA Tel.: +91(124) 4715100
Sub: Intimation regarding Meeting of Board of Directors and Committee thereof as per
Regulation 29, 33, 47 & other applicable regulation of SEBI (LODR) Regulations,
2015
The meetings of the Audit Committee & Board of Directors of the Company will be held as per
the details given below:-
Inter alia:
i) To consider & approve the Unaudited (Standalone and Consolidated) Financial Results
of the Company for the 3 rd quarter and period ended on December 31, 2019.
ii) To consider and declare the payment of interim dividend for the year 2019-20, if any
and fixation of record date for such matter.
iii) Any other matter with the consent of the Chair and other Directors present.
Further, with reference to our letter dated December 31, 2019, pursuant to the provisions of SEBI
(Prohibition of Insider Trading) Regulation, 2015, the trading window of the Company to remain
close upto the closing hours of February 09, 2020 (Both days inclusive).
You are requested to take the above information on records and oblige.
Thanking You
Yours faithfully,
Na e ain
Company Secreta
Membership No A1
www.thehitechgears. com
Works l: A-589, Industrial Complex, Bhiwadi -301 019 Rajasthan INDIA Tel.: +91(1493) 265000
Regd. Office & Works-11: Plot No. 24 -26 Seccor-7, IMT Manesar -122 050 Gurugram, Haryana INDIA Tel.: +91 (124) 4715200
Works-III: Plot No. SP-146A, Industrial Complex, Bhiwadi - 301019-Rajasthan INDIA
Head Office: C-41/B, Kalkaji, New Delhi - 110019 INDIA
Subsidiaries: T he Hi-Tech Gears Canada. Inc. 361, Speedvale Ave W. Guelph, ON NlH 1C7, CANADA
Teutech LLC. 227, Barton St. Emporium. PA 15834, USA