CSL/2023-24/40 10th May 2023

Dear Sir/Madam,

Sub: Board Meeting Outcome

In continuation to our letter No. CSL/2023-24/28 dated 2nd May 2023, we would like to inform that the Board of Directors at their meeting held today i.e. on 10.05.2023 has:

• 1. Considered and Approved Audited Standalone and Consolidated Annual Financial Results and Financial Statements for the year ended 31.03.2023.
• 1. Recommended dividend of Rs. 50/- (1000%) per fully paid-up equity share of Rs. 5/ each for the year ended 31.03.2023. The dividend, if approved by the members at ensuing Annual General Meeting, will be dispatched / remitted within 30 days from the date of declaration.
• 1. Decided to incur capital expenditure of Rs. 29 Crores for the financial year 2023-24 towards Automation and balancing equipment of Sanitaryware and faucetware plants, IT updation, Staff quarters, CERA Style Studio and other routine Capex.
• 1. Decided to convene 25th Annual General Meeting on Thursday, the 6th day of July, 2023 and book closure from 21st June, 2023 to 28th June, 2023 (both days inclusive).

We enclose herewith the following: -

• A. Standalone as well as Consolidated Audited Financial Results for the quarter and year ended on 31.03.2023 as reviewed by Audit Committee and approved by the Board of Directors at its meeting held today.
• B. Standalone as well as Consolidated Statement of Cash Flow for the year ended 31.03.2023.
• C. Standalone as well as Consolidated Statement of Assets & Liabilities as at 31.03.2023.
• D. Auditor's Reports on Standalone and Consolidated Audited Financial Results for the quarter and year ended 31.03.2023.

E. Extract of Standalone and Consolidated Audited Financial Results for the quarter and year ended 31.03.2023.

Further, in compliance with the provisions of Regulation 33(3)(d) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and as amended till date, we hereby declare that Statutory Auditors of the Company, M/s Singhi & Co. Chartered Accountants (FRN: 302049E) have issued an Audit Reports with unmodified opinion on Audited Financial Result of the Company for the quarter and year ended 31st March 2023.

The meeting commenced at 11:30 a.m. and concluded at 12:55 p.m.

We hope you will take the same on your records.

Thanking you, For Cera Sanitaryware Limited, HEMAL Digitally signed by HEMAL JANARDAN SADIWALA DN: c=IN, o=Personal, title=1769, pseudonym=1330138917160425167M7u3Vjy

JANARDAN SADIWALA WA1Zui, 2.5.4.20=6b4ec8e524e33f51a85e90684a283f b7298733d00b4cadaec4b37a8a54114225, postalCode=380008, st=Gujarat, serialNumber=f2fe036f7fce318ced974ed8837 dfa1e1c2da169e5861098ce6b05679d5c9f6e, cn=HEMAL JANARDAN SADIWALA Date: 2023.05.10 13:00:42 +05'30'

Hemal Sadiwala Company Secretary Encl: As above

CERA SANITARVWARE LIMITED

Date: 10th May, 2023 Place: Ahmedabad

re Limited

Gupta · ector (Technical) (DIN: 09290890)

cera sanitarvware Umited

Registered Office & Works : 9, GIDC Industrial Estate, Kadi 382715. District: Mehsana, North Gujarat, INDIA Tele: +91-2764-242329, 243000 E-Mail: [email protected] www.cera-india.com CIN No.: L26910GJ1998PLC034400

CERA SANITARYWARE LIMITED

Notes to the Statement of Audited Standalone Financial Results for the Quarter and year ended 31"1 March, 2023:

• 1) These standalone audited financial results of the Company for the quarter and year ended 31st March, 2023 have been reviewed by the Audit Committee and then approved by the Board of Directors at their _respective meetings held on toth May, 2023. The Statutory Auditors have issued an unmodified audit opinion on these standalone financial results.
• 2) The above standalone audited financial results have been prepared in accordance with the recognition and measurement principles of the Companies Indian Accounting Standards ("Ind AS") as prescribed under Section 133 of the Companies Act, 2013, read with the Companies (Indian Accounting Standards) Rules, 2015, as amended from time to time and other recognized accounting practices and policies to the extent applicable.
• 3) The Company operates mainly in manufacturing of "Building Products" and all other activities are incidental thereto which have similar risk and return. Further, the sales are substantially in the domestic market. Accordingly, there are no separate reportable segments as required under Ind AS 108 "Operating Segment".
• 4) The figures for the quarters ended 31st March, 2023 and 31st March, 2022 are the balancing figures between audited figures in respect of the full financial year and year to date figures up to the third quarter of the relevant financial years which were subjected to limited review.
• 5) During the financial year 2018-19, the Company acquired share capital worth Rs. 806 Lakhs for 26% stake in M/s Milo Tile LLP ("Milo") which was a vendor of tiles for the company. During financial year 2022-23 Milo has been unable to maintain product quality parameters which has forced the Company to discontinue procuring tiles from Milo, and raise claims based on inferior quality products supplied by Milo.

The Company has served Legal notices on Milo and the other LLP partners for violation of certain terms of the Investment Agreement.

Considering the above as well as other available information, as a matter of abundant caution, the management has decided to provide for an Impairment Loss of Rs. 500 Lakhs in the books of accounts which has been disclosed as an "Exceptional Item" in the financial results. However, the Company is taking all necessary steps for recovery of the same.

Further, Milo has. not provided the financial results since 1st April 2022 due to which the Profit I (Loss) for the said period could not be included in the above standalone financial

Registered Office & Works : 9, GIDC Industrial Estate, Kadi 382715. District : Mehsana, North Gujarat, I Tele: +91-2764-242329, 243000 E-Mail: [email protected] www.cera-india.com CINNo.:L26910GJ1998PLC034400 " . '

• 6) Exceptional item of Rs.573.80 Lakhs for the financial year 2021-22 represents impairment loss recognized during that period, pursuant to the Share Purchase Agreement executed on 26^{1 h}August, 2021 for divestment of entire stake in Equity and Preference Shares of Anjani Tiles Limited (Subsidiary company) for a total consideration of Rs. 2869.20 Lakhs. The full consideration has been received by the Company as on 3P1 March, 2023.
• 7) Th.~ Board of Dire91ors §1,t its m~eting held g[l 101 h May, 292~ has recommep._dedJ1 divid~_nd of Rs. 50 /- per fully paid-up equity share of Rs. 5 /- each for the financial year 2022-23.
• 8) Figures of the previous periods have been regrouped I reclassified I restated wherever considered necessary.

By Order of the Board of Directors

~ J •

Anupam Gupta Executive Director (Technical) ( DIN : 09290890 )

.. ,,

cera sanltaryware Umited Registered Office & Works : 9, GIDC Industrial Estate, Kadi 382715. District : Mehsana, North Gujarat, INDIA Tele: +91-2764-242329, 243000 E-Mail: [email protected] www.cera-india.com CIN No.: L.26910GJ1998PLC034400

" .}!

Date: 10th May, ²⁰²³D'"'' ¹" By order of 11e BoarL ' '\ ors Place: Ahmedabad t\$ «? .. ForCera ted

^q~ ~~A~ ~ t:"va rr-- lrar+nr wi~ I TPchnical )

cera sanitarvware Umited 101N: 0929os9 0 ~~ .... Registered Office & Works : 9, GIDC Industrial Estate, Kadi 382715. District : Mehsana, North Gujarat, INDIA - Tele: +91-2764-242329, 243000 E-Mail: [email protected] www.cera-india.com CIN No.: l26910GJ199BPLC034400

Note : The above Statement of Cash Flows has been prepared under the "Indirect Method" as set out in the Ind AS 7, 'Statement of Cash Flows'.

Date: 10th May, 2023 Place: Ahmedabad

cera sanitarvware Umited

Registered Office & Works : 9, GIDC Industrial Estate, Kadi 382715. District: Mehsana, North Gujarat, INDIA Tele: +91-2764-242329, 243000 E-Mail: [email protected] www.cera-india.com CIN No.: L26910GJ1998PLC034400

Singhi & Co.

Chartered Accountants

B2 – 402B, Marathon Innova, 4th Floor, Off Ganpatrao Kadam Marg, Opp. Peninsula Corporate Park, Lower Parel, Mumbai – 400013. India

Tel: +91 (0) 22 – 6662 5537/38 E-mail :[email protected] Website : www.singhico.com

Independent Auditor's Report on the Quarterly and Year to Date Audited Standalone Financial Results of the Company pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended

To The Board of Directors of Cera Sanitaryware Limited

Report on the audit of the Standalone Financial Results

Opinion

We have audited the accompanying statement of quarterly and year to date standalone financial results of Cera Sanitaryware Limited (the "Company") for the quarter and year ended March 31, 2023 ("Statement"), attached herewith, being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations").

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial results:

• i. are presented in accordance with the requirements of the Listing Regulations in this regard; and
• ii. gives a true and fair view in conformity with the applicable accounting standards and other accounting principles generally accepted in India, of the net profit and other comprehensive income and other financial information of the Company for the quarter ended March 31, 2023 and year ended March 31, 2023 respectively.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013, as amended ("the Act"). Our responsibilities under those Standards are further described in the "Auditor's Responsibilities for the Audit of the Standalone Financial Results" 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 obtained by us is sufficient and appropriate to provide a basis for our opinion.

Emphasis of Matter

We draw attention to Note 5 of the Statement regarding legal dispute with M/s Milo Tiles LLP (An Associate) whose Share of Profit/ (Loss) for the period 1st April 2022 to 31st March 2023 has not been included in the results due to non receipt of financial information from the Associate. In the opinion of the management the impact of the above matter on the audited standalone financial results is not expected to be material.

Our opinion on the audited standalone financial results is not modified in respect of the above matter.

Management's Responsibilities for the Standalone Financial Results

The Statement has been prepared on the basis of the standalone annual financial statements. The Board of Directors of the Company are responsible for the preparation and presentation of the Statement that gives a true and fair view of the net profit and other comprehensive income of the Company and other financial information in accordance with the applicable accounting standards prescribed under Section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. 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 the 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 Statement that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the Statement, the Board of Directors are 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 the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are also responsible for overseeing the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the Standalone Financial Results

Our objectives are to obtain reasonable assurance about whether the Statement as a whole is 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 the Statement.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the Statement, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain

audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.
• Conclude on the appropriateness of the Board of Directors' 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 results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the Statement, including the disclosures, and whether the Statement represents the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the Standalone Financial Results that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the Standalone Financial Results may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Standalone Financial Results.

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.

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.

Other Matters

i) The standalone financial statements of the Company for the quarter and year ended 31st March, 2022 have been audited by the predecessor auditor who expressed an unmodified opinion on the standalone financial statements vide their report dated 10th May, 2022.

ii) The Statement includes the results for the quarter ended March 31, 2023 being the balancing figure between the audited figures in respect of the full financial year ended March 31, 2023 and the published unaudited year-to-date figures up to the third quarter of the current financial year, which were subjected to a limited review by us, as required under the Listing Regulations.

Our opinion on the audited standalone financial results is not modified in respect of the above matters.

For Singhi & Co.

Chartered Accountants Firm Registration No: 302049E

Sudesh Choraria Partner Membership No.204936 UDIN : 23204936BGYIRQ5519

Date : May 10,2023 Place: Mumbai

nupamGupta ~~ <?,.

www.cera-india.com

Place: Ahmedabad For<( a Sa ~. Limited (:>~· & ^~

* -'!! <;: Q "' Execu ive Director (Technical) (DIN: 09290890)

CERA SANITARYW ARE LIMITED

Notes to the Statement of Audited Consolidated Financial Results for the Quarter and year ended 31'1 March, 2023:

• 1) These consolidated audited financial results for the quarter and year ended 31st March, 2023 have been reviewed by the Audit Committee and then approved by the Board of Directors at their respective meetings held on 10th May, 2023. The Statutory Auditors have issued an unmodified audit opinion on t~ese consolidated financial results.
• 2) The above consolidated audited financial results have been prepared in accordance with the recognition and measurement principles of the Companies Indian Accounting Standards ("Ind AS"), as prescribed under Section 133 of the Companies Act, 2013, read with the Companies (Indian Accounting Standards) Rules, 2015, as amended from time to time and other recognised accounting practices and policies to the extent applicable.
• 3) The Group operates mainly in manufacturing of "Building Products" and all other activities are incidental thereto which have similar risk and return. Further, the sales are substantially in the domestic market. Accordingly, there are no separate reportable segments as required under Ind AS 108 "Operating Segment".
• 4) The figures for the quarters ended 31st March, 2023 and 3pt March, 2022 are the balancing figures between audited figures in respect of the full financial year and year to date figures up to the third quarter of the relevant financial years which were subjected to limited review.
• 5) During the financial year 2018-19, the Parent Company acquired share capital worth Rs. 806 Lakhs for 26% stake in M/s Milo Tile LLP ("Milo") which was a vendor of tiles for the company. During financial year 2022-23 Milo has been unable to maintain product quality parameters which has forced the Company to discontinue procuring tiles from Milo, and raise claims based on inferior quality products supplied by Milo.

The Company has served Legal notices on Milo and the other LLP partners for violation of certain terms of the Investment Agreement.

Considering the above as well as other available information, as a matter of abundant caution, the management has decided to provide for an Impairment Loss of Rs. 500 Lakhs in the books of accounts which has been disclosed as an "Exceptional Item" in the financial results. However, the Company is taking all necessary steps for recovery of the same.

Further, Milo has not provided the financial results since 1st April 2022 due to which the financial information for the said period could not be included in the above consolidated financial results of the Company. • : .. . f

cera sanitarvware Umited

• 6) Exceptional item of Rs.573.80 Lakhs for the financial year 2021-22 represents impairment loss recognized during that period pursuant to the Share Purchase Agreement executed on 25th August, 2021 for divestment of entire stake in Equity and Preference Shares of Anjani Tiles Limited (Subsidiary company) for a total consideration of Rs. 2869.20 Lakhs. The full consideration has been received by the Parent Company as on 31st March, 2023.
• 7) The Board of Directors at its meeting held on 1 oth May, 2023 has recommended a dividend. of Rs, 50 /- per.-f.ully paid-up equity share of Rs. 5 /- E;lach fqr the financial year - 2022-23.
• 8) Figures of the previous periods have been regrouped I reclassified I restated wherever considered necessary.

By Order of the Board of Directors

.. . '

Anupam Gupta

Executive Director (Technical) (DIN : 09290890)

Date : 10th May, 2023 Place : Ahmedabad

cera sanitarvware Umited Registered Office & Works : 9, GIDC Industrial Estate, Kadi 382715. District : Mehsana, North Gujarat, INDIA Tele: +91-2764-242329, 243000 E-Mail: [email protected] www.cera-india.com CIN No. : L2691OGJ1998PLC034400

CERA

Executive Director (Technical ) ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~.u.<ilJ.i...1"""'21189~

cera sanitarvware Umited

Date: 10th May, 2023

Registered Office & Works: 9, GIDC Industrial Estate, Kadi 382715. District : Mehsana, North Gujarat, INDI Tele: +91-2764-242329, 243000 E-Mail: [email protected] www.cera-india.com CIN No.: L26910GJ1998PLC034400

'

•

CEMA

Anupa upta E1<ecutlve Director !Technical)

Registered Office & Works : 9, GIDC Industrial Estate, Kadi 382715. District: Mehsana, North Gujarat, INDIA ' Tele: +91-2764-242329, 243000 E-Mail: [email protected] www.cera-indla.com CIN No.: L26910GJ1998PLC034400

Singhi & Co.

Chartered Accountants

B2 – 402B, Marathon Innova, 4th Floor, Off Ganpatrao Kadam Marg, Opp. Peninsula Corporate Park, Lower Parel, Mumbai – 400013. India Tel: +91 (0) 22 – 6662 5537/38 E-mail :[email protected] Website : www.singhico.com

Independent Auditor's Report on the Quarterly and Year to Date Consolidated Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended

To

The Board of Directors of Cera Sanitaryware Limited

Report on the audit of the Consolidated Financial Results

Opinion

We have audited the accompanying statement of quarterly and year to date consolidated financial results of Cera Sanitaryware Limited ("Holding Company") and its subsidiaries (together referred to as "the Group"), for the quarter ended March 31, 2023 and for the year ended March 31, 2023 ("Statement"), attached herewith, being submitted by the Holding Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("Listing Regulations").

In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of the reports of the other auditors on separate audited financial statements and the other financial information of the subsidiaries the Statement:

• i. includes the results of the entities mentioned in Annexure I
• ii. are presented in accordance with the requirements of the Listing Regulations in this regard; and
• iii. gives a true and fair view in conformity with the applicable accounting standards, and other accounting principles generally accepted in India, of the consolidated net profit and other comprehensive income and other financial information of the Group for the quarter ended March 31, 2023 and for the year ended March 31, 2023.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs), as specified under Section 143(10) of the Companies Act, 2013, as amended ("the Act"). Our responsibilities under those Standards are further described in the "Auditor's Responsibilities for the Audit of the Consolidated Financial Results" section of our report. We are independent of the Group 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 obtained by us and other auditors in terms of their reports referred to in "Other Matter" paragraph below, is sufficient and appropriate to provide a basis for our opinion.

Emphasis of Matter

We draw attention to Note 5 of the Statement regarding legal dispute with M/s Milo Tiles LLP (An Associate) whose financial information for the period 1st April 2022 to 31st March 2023 has not been included in the results due to non receipt of financial information from the Associate. In the opinion of the management the impact of the above matter on the audited consolidated financial results is not expected to be material.

Our opinion on the audited consolidated financial results is not modified in respect of the above matter.

Management's Responsibilities for the Consolidated Financial Results

The Statement has been prepared on the basis of the consolidated annual financial statements. The Holding Company's Board of Directors are responsible for the preparation and presentation of the Statement that give a true and fair view of the net profit and other comprehensive income and other financial information of the Group including its subsidiaries in accordance with the applicable accounting standards prescribed under section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations.

The respective Board of Directors of the companies included in the Group are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Group 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 the 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 Statement that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the Statement by the Directors of the Holding Company, as aforesaid.

In preparing the Statement, the respective Board of Directors of the companies included in the Group are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the respective Board of Directors either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

The respective Board of Directors of the companies included in the Group and of its subsidiaries are also responsible for overseeing the financial reporting process of the Group and of its subsidiaries.

Auditor's Responsibilities for the Audit of the Consolidated Financial Results

Our objectives are to obtain reasonable assurance about whether the Statement as a whole is 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 the Statement. As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the Statement, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.
• Conclude on the appropriateness of the Board of Directors' 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 ability of the Group and its subsidiaries 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 Statement 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 Group and its subsidiaries to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the Statement, including the disclosures, and whether the Statement represents the underlying transactions and events in a manner that achieves fair presentation.
• Obtain sufficient appropriate audit evidence regarding the financial results/financial information of the entities within the Group and its subsidiaries of which we are the independent auditors and whose financial information we have audited, to express an opinion on the Statement. We are responsible for the direction, supervision and performance of the audit of the financial information of such entities included in the Statement of which we are the independent auditors. For the other entities included in the Statement, which have been audited by other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.

Materiality is the magnitude of misstatements in the Consolidated Financial Results that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the Financial Results may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Financial Results.

We communicate with those charged with governance of the Holding Company and such other entities included in the Statement of which we are the independent auditors 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. 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.

We also performed procedures in accordance with the Circular issued by the Securities Exchange Board of India under Regulation 33 (8) of the Listing Regulations, to the extent applicable.

Other Matters

• i) We did not audit the financials statement of 2 subsidiaries whose financial statements includes total assets of Rs. 3,474.49 Lakhs as at March 31, 2023, total revenues of Rs. 1,612.18 Lakhs and Rs. 6,253.67 Lakhs, total net profit after tax of Rs. 83.29 Lakhs and Rs. 335.93 Lakhs, total comprehensive income of Rs. 82.66 Lakhs and Rs. 336.97 Lakhs each for the quarter and year ended March 31, 2023 respectively and net cash inflow of Rs. 75.72 Lakhs for the year ended March 31, 2023, as considered in the Statement. These Financial Statements have been audited by other auditor whose report has been furnished to us by the Management and our opinion on the consolidated financial statements, in so far as it relates to the amounts and disclosures included in respect of the subsidiary and our report in terms of sub-section (3) of Section 143 of the Act, are based solely on the reports of the other auditor.
• ii) The consolidated financial statements of the Company for the quarter and year ended 31st March, 2022 have been audited by the predecessor auditor who expressed an unmodified opinion on the consolidated financial statements vide their report dated 10th May, 2022.

iii) The Statement includes the results for the quarter ended March 31, 2023 being the balancing figure between the audited figures in respect of the full financial year ended March 31, 2023 and the published unaudited year-to-date figures up to the third quarter of the current financial year, which were subjected to a limited review by us, as required under the Listing Regulations.

Our opinion on the audited consolidated financial results is not modified in respect of the above matters.

For Singhi & Co. Chartered Accountants

Firm Registration No: 302049E

Date: 10th May, 2023 Place: Mumbai

Sudesh Choraria Partner Membership No: 204936 UDIN No: 23204936BGYIRR3139

Annexure 1 to Report on Consolidated financial results

Details of entities considered in the consolidated financial results/ statements

Notes:

• i) The financial information of Milo Tiles LLP (An Associate) has not been consolidated in the above statement in view of the reasons stated in Emphasis of Matter paragraph of the Report.
• ii) Pursuant to the Share Purchase Agreement executed on 26th August, 2021 for divestment of entire stake in Equity and Preference Shares of Anjani Tiles Limited (Subsidiary company) the Investment was treated as "Non-Current Assets classified as held for Sale" as on 31st March 2022. Hence its financial information was not consolidated in the above Statement.

CERA

EXTRACT OF STANDALONE AND CONSOLIDATED AUDITED FINANCIAL RESULTS FOR THE QUARTER AND YEAR ENDED 31st MARCH 2023

Notes

1 The above is an Extract of the detailed format of Audited financial results for quarter and year ended on 31st March, 2023 filed with the Stock Exchanges under Regulation - 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The full format of the standalone/consolidated audited financial results for the quarter and year ended 31st March, 2023 are available on the website of the Stock Exchanges (www.bseindia.com & www nseindia com) and the Company's website (www.cera-india.com).

2 During the FY 2022-23, the Company had provided for an impairment loss of Rs. 500 Lakhs on investment made in its associate entity, Mis Milo Tile LLP and the same is disclosed as an Exceptional Item.

3 During the FY 2021-22, the Company had approved the divestment of the entire stake in Equity and Preference Shares of its subsidiary company, M/s Anjani Tile Limited, for a total consideration of Rs. 2,869.20 Lakhs. In this regard, an impairment loss of Rs. 573.80 Lakhs has been recognised in the FY 2021-22 as an Exceptional Item. The Company had received the full consideration as on 31st March, 2023.

4 Figures of the previous periods have been regrouped/ reclassified I restated wherever necessary to conform to the current period presentation.

5 The above results have been reviewed by the Audit Committee and approved by the Board of Directors at their meetings held on 10.05.2023.

Date : 1 Oth May, 2023 Place : Ahmedabad

·"

cera sanitarvware Umited Registered Office & Works: 9, GIDC Industrial Estate, Kadi 382715. District : Mehsana, North Gujarat, INDIA Tele: +91-2764-242329, 243000 E-Mail: [email protected] www.cera-india.com CINNo.:L26910GJ1998PLC034400