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Vardhman Textiles Limted Earnings Release 2024

May 9, 2024

64020_rns_2024-05-09_e2d131fe-033c-4f4a-b31d-e4212a55f900.pdf

Earnings Release

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LUDHIANA-141010, PUNJAB T: +91-161-2228943-48 F: +91-161-2601 048 — E: [email protected] Ref. VTL:SCY:MAY:2024-25 Dated: 09-May-2024

Rotunda Building, P.J. Towers, Bandra (East), Dalal Street, MUMBAI-400001 MUMBAI-400 051 Scrip Code: 502986 (EQUITY) Scrip Code: VTL

BSE Limited, The National Stock Exchange of India Ltd, New Trading Ring, Exchange Plaza, Bandra-Kurla Complex,

SUB: DISCLOSURE UNDER REGULATION 30, 33 OF THE SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015.

Dear Sir,

Pursuant to Regulation 30 read with Part A of Schedule Ill, Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements), Regulations 2015, we are enclosing herewith Audited Financial Results of the Company for the financial year ended 31° March, 2024 together with Auditors' Report as approved by Board of Directors in its meeting held on 09" May, 2024.

The Board of Directors has recommended a dividend of Rs. 4 per share on fully paid up equity shares of the Company. The payment of dividend is subject to approval by the Members of the Company and shall be paid/ dispatched tentatively within five days of the conclusion of the Annual General Meeting.

The Report of Auditors is with unmodified opinion with respect to the Audited Financial Results of the Company for the financial year ended 315t March, 2024.

The meeting of the Board of Directors commenced at 10:00 a.m. and concluded at 02:10 pm.

Kindly take the same on record.

Thanking you, Yours faithfully, For VARDHMAN TEXTILES LIMITED

(SANJAY GUPTA) COMPANY SECRETARY

YARNS | FABRICS | GARMENTS | THREADS | FIBRES | STEELS

2E Audited Financial Results for the Quarter and Year Ended March 31, 2024 Registered office :Chandigarh Road, Ludhiana-14 1010 VARDHMAN TEXTILES LIMITED

:Chandigarh
Ludhiana-14
Identity
Number
Emall:
S.No AABCM469 Ended Quarter
Endd
Ended (Rs. In
Crores
L17111PB1973PLCOO3345,
secretarlal.lud®vardhman.com
Particulars
Quarter
March 31,
2024
December 31,
2023
Quarter
Endd
March 31,
202
2024 Year
Ended
March 31,
2023 Year
March 31,
I. from Unaudited
(Refer
Note-8)
Unaudited Unaudited
(Refer
Note-9)
Audited Audited
Revenue
operations
2,413.23
Other
income
64.50 2,288.79
86.32
2,428.43 9.298.68
Total
income
vbereiiuns
from
(i+ii)
73.46 333.54 192.80
IV. of 2,477.73 2,375.11 2,501.89 9,632.22
Expenses
Cost
materials
of
In
10,033.59
consumed
in
stock
trade
of
Purchase
Change
inventories
finished
goods
and
works
-in
1,325.86
0.76
1,344.59
0.45
1,434.60 5,392.18
1.62
5,765.se
O14
progress
benefits
Employee
expense
S1.83 (27.51) 67.18 99.17 9.34
Finance
cost
and
204.49
29.39
225.22
19.34
191.11 820.61 749.98
expense 95.45 97.95 101.99 101.85
V Depreclation
amortisation
other
expenses
Total
527.27 102.55
477.41
398.9 3889s
30
Expenses
Profit
before
tax
2,234.05 S08.57
2163.62
2,026.71 9,046.55 2.030
VI. (HI-IV) 243.68 206.49 2,303.20 8,841.24
Tax 198.69 790.98 997.04
expense
tax
Current tax
Defered
S4.71
2.34
49.54 48.15 177.44 22499
VII, Profit
after
tax
(4.17) 0.13 S.91 12.99
(V-VI) 186.63
VIII, other
be
to
or
161.12 150.41 607.63 749.07
Incom
that
will
(a) (i Items
not
profit
loss
Comprehenslve
recdassified
Remeasurements of
benefits
defined
the
to
plans
be
()
to
or
tax
will
that
not
loss
3.52 4.95 3.52
relating
Income
items
reclassified
profit
(1.25) 4.95 (0.89) (1.25) (0.89)
()
(b)
to
Equity
through
other
be
Incomne
to
or
(i)
relating
Income
tax
Items
that
will
not
profit
loss
(0.03) 0.14 0.17 0.14 0.17
instruments
comorehenslve
reclassified
(0.04) (0.03) (0.04)
Total
Other
Comprehensive
Income
3.81 2.76 3.81 2.76
X Total
Comprehensive
Income
(VII+VIII)
190.44
Share
(in
Per
Rs.)
161.12 153.17 611.44 7S1.83
Earnlngs
(not ano.
exCept
for
the
year
ended)
(6) 6.45 S.57 25
91
X1. annualized
Diluted
up
2
6.45 S.S7 S.20
5.20
21
2101
0
Paid
Equity
Capital
Snare
(Face
value
per
share
Rs.
each)
25.90
XI1. up S7.83 57.83 S7.82 S781 S7.82
Paid
Capital
Debt
345 00
XIII. 1S0.00 345.00
Other
Equity
up
8.747.12 8,S56.77 8,236.17 S,
747 12
S,236 1

VARDHMAN TEXTILES LIMITED
Regd. Office : Chandigarh Road, Ludhlana-141010
Standalone Audited Balance Sheet as at March 31, 2024
(Rs. In Crores)
As at As at
Sr. No. March 31 ,2024 March 31 ,2023
Particulars Audited Audited
ASSETS
1 Non-current assets
(a) Property, plant and equipment
3,870.76
(b) Right of Use Asset 3,693.35 8.24 8.37
(c) Capltal work-in-progress 60.78 47.09
(d) Intangible assets 9.18 1.37
(e) Financial assets
-Investments 1251.13 1,225.27 1.25
-Loans 1.27 39.03
-Other financial assets
(0 Income tax asset (net)
16.36 23.73
(g) Other non-current assets 52.28
175.52
85.87
Total Non-current assets 5.268.11 5,302.74
2 Current assets
(a) Inventories
(b) Financial assets
4,106.96 2,312.16
-Investments 111.04 1,021.25
-Trade receivables 1,205.38 1,179.08
-Cash and cash equivalents 33.00 74.66
-Bank Balance other than above 50.70 295.58
-Loans 2.33 2.51
-Other financial assets
(c) Other current assets
15.22 28.74
644.00
(d) Assets held-for-sale 693.70
0.08
0.16
Total current assets 6,218.41 5.558.14
Total Assets 11,486.52 10,860.88
EQUITY AND LIABILITIES
Equlty
(a) Equity share capital 57.83 57.82
(b) Other equity 8,747.12 8,236.17
Total equity 8,804.95 8,293.99
Liabilities
1 Non-current liabilities
(a) Financial liabilities
-Borrowings
-Lease liability
413.13
0.18
931.35
-Other financial liabilities 0.64 0.17
3.50
(b) Provisions 17.78 16.95
lc) Deferred tax liabilities (net) 248.75 242.81
(d) ott er non-current liabilities 13.28 14.80
Total Non-current liabilities 693.76 1,209.58
Currernt liabilities
(a) Financial Liabilities
-Borrowings 1376.91 745.76
-Trade payables
() Total outstanding dues of micro enterprises 23.77
and small enterprises 23.33
(i) Total outstanding dues of trade payables
other than micro enterprises and small 293.61 283.92
enterprises.
-Other financ1al liab1lities
(b) Other current liabilities 199.33
74.59
198.55
l(c) Provisions 3.31 85.96
3.29
(d) Current tax liab1lities (net) 16.29 16.50
Total Current Iliabilities 1,987.81 1,357.31
Total Equity and Liabilities 11,486.52 10,860.88

LUDHIAVA

VARDHMAN TEXTILES LIMITED

Cash Flow Statement for the year ended March 31, 2024 (AIl amounts In Rs. Crores, unless othenwise stated)

an amounts in Rs. Crores, unless other
PartlCulars Year ended
March 31, 2024
Year ended
March 31, 2023
CASH FLOW FROM OPERATING ACTIVITIES
Profit before tax 790.98 987.04
Adjustments for:
Finance cost AB.A4 87 77
Fair valuation gain on investment (84.19) (40.37)
Subsidy from Government
Interest income
(1.58) (1.90)
Dlvidend on Investments (53.56) (37.15)
(12.22)
Net galn on sale / discarding of property, plant and equipment (25.22)
(7.39)
(4.17)
(Profit)/Loss on sale of Investments (Net) (52.54) (38. 17)
Provision no longer required written back (net) (16.87) (4.32)
Assets written off 2.52 1.49
Bad debt written off
Allowances for doubtful trade receivables and advances written back (net)
0.94 1.45
1.65
Depreciation and amortisation 398.96 388.95
Changes in working capltal:
Adjustnents for (increase) / decrease in operating assets :
Trade receivables (27.24) 128.50
Inventories 4 81) (1,794.81) 494.52
Loans
Other assets (Current)
0.16
(49.70)
(0.89)
97.62
Others fnancial assets (Curent) 2.62 125.79
Others financlal assets (Non Current) 0.12
16.79
Other assets (Non-current) (64.21)
Adjustments for increasel (decrease) in operating liabilities : 27.00 (37.03)
Trade payables
Provislons (Non Current)
0.83 0.97
Provisions (Current) 0.02 0.52
Others financial liabilities (Current) 18.38 (69.68)
Others financial labilities (Non-Current) (2.85) (1.90)
0.18
Other liabilities (Non-current)
Other liabilties (Current)
(6.17) (15.76)
Cash generated from/ (used) in operations (855.00) 2,069.80
Income taxes paid (net of refund received) (207.45) (254.99)
Net cash generated by operating activities (1,062.45)1 1,814.81
CASH FLOW FROM INVESTING ACTIVITIES
Purchase of investments (non-current) (651.48)
Proceeds from sale of Investments (non-current) L,021.22 535.88
(594.35)
Proceeds fromn/(Purchase) of current investments (net)
Ioterest received
66.80 32.48
Payment for purchase of property, plant and equlpment, capital work in (281.06) (613.71)
progress and other intangible assets
Bank balances not considered as cash and cash equlvalents 265.13 (133.10)
ProceeO5 from disposal of property, plant and equipment 9.52 6.50
Dividend on subsidiaries, associates and other investments 25.22 12.22
Net cash generated fromn/ (used) in investing activities 1,106.83 (1,405.S61
CASH FLOW FROM FINANCING ACTIVITIES*
Proceeds from equity share capital/share application 0.74 3.03
Proceeds from borrowings (non-current) 20.68 410.56
Repayment of borrowings (non-current) (402.16) (462.84)
Proceeds/Repayment of borrowings (current) (net) 494.66 (250.92)
Dividends on equity share capital paid (101.39) (0.40)
Finance costs paid (98.57) (96.08)
Net cash used in financing activities (86.04) (396.65)
Net in crease / (decrease) in cash and cash equivalents (41.66) 12.60
Cash and cash equivalents at the beginning of the year 74.66 52.06
Cash and cash equivalents at the end of the year 33.00 74.66

There are no non cash changes arising from financing activitles.

VARDHMAN TEXTILES LIMITED
Registered Office : Chandigarh Road, Ludhiana-141010
Notes to Audited Standalone Financial Results:
1. The Finencial Results has been prepared in accordance with the recognition and measurement principles as laid down in the Indian Accounting Standards ("indi
AS") 34 "Interim Financial Reporting" prescribed under Section 133 of the Comapnies Act, 2013 read with relevant rules issued thereunder and requirements of
Regulation 33 of the SEBI (Listing Obligation and Disclosure Requiremets) Regulations, 2015 as amended.
2 The Company is primarily in the business of manufacturing and sales of textile products (i.e., Yarns and Fabrics). The Chief Operating Decision Maker (CODM),
the Chairman & Managing Director, performs a detailed review of the operating results, take decisions about the allocation of resources based on the analysis of
the various performance indicators of the Company as a whole. Therefore, there is only one operating segment namely, "Textiles".
3 (a) The Company had issued secured, rated listed Redeemable Non-convertible Debentures ('NCDs') aggregating to Rs. 195.00 Crores for cash at par on private
plecement basis on June 1, 2020. The NCDs were listed at the Bombay Stock Exchange of India (BSE) and repayable at the end of 36 months from the date of
allotment and had a yield of 6.83% per annum.
During the current year, the aforeald NCDs had been repaid by the Company on June 01, 2023 along with interest. The Company has received the No Objection
Certificate for release of charge from SBICAP Trustee Company Limited on July 28, 2023.
(b) The Company had issued unsecured, rated listed Redeemable Non-convertible Debentures ('NCDs') aggregating to Rs. 150.00 Crores for cash at par on
private placement basis on March 20, 2023. The NCDs were listed at the Bombay Stock Exchange of India (BSE) and repayable on March 27, 2024 and had a
vield of 7.70% per annum payable at the time of maturity of NCDs.
During the current year, the aforeaid NCDs had been repaid by the Company on March 27, 2024 along with interest. Post repayment of the non-convertible
debentures the Company applied for delisting in accordance with the Delisting Regulations. The final approval for delisting was received from Bombay Stock
Exchange Limited on April 15, 2024. The Company has also received the No Objection Certificate from SBICAP Trustee Company Limited on April 25, 2024.
Consequent to redemption of secured NCDs, Regulation S4 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulation, 2015 is not applicable to the Company as on reporting date i.e. March 31, 2024.
4 The Company had entered into derivative contracts at an International Commodity Exchange. 'Other Expenses' include below mentioned amounts pertaining to
these derivative contracts:
Particulars Quarter Ended
March 31, 2024
Quarter Ended
December 31,
2023
Quarter Ended
March 31, 2023
Year Ended
March 31, 2024
(Rs. In crores)
Year Ended
March 31, 2023
Cotton hedging derivative loss/
(gain) (including marked to
(13.19) 0.52 4.89 40.77
5 The Code on Social Security 2020 had been notified in the Official Gazette on September 29, 2020. The effective date from which the changes are applicable is
yet to be notified and the rules are yet to be framed. Impact, if any, of the change will be assessed and accounted in the period in which said Code becomes
effective and the rules framed thereunder are published.
6 During the year ended March 31, 2024, the Company has issued 47,750 equity shares having face value of Rs.2 under Employee Stock Options Scheme. As a
result of above, the paid up equity share capital of the Company has increased from Rs. 57.82 crores to Rs. 57.83 crores.
7 The above Audited Financial Results have been reviewed by the Audit Committee at its meeting held on May 08, 2024 and approved by the Board of Directors at
its meeting held on May 09, 2024. The statutory auditors have expressed an unmodified opinion on the aforesaid results.
8 The figures for the quarter ended March 31, 2024 are the balancing figures between audited figures in respect of the full financial year and the published year to
date figures upto December 31, 2023.
Sr. No. Particulars Details
Outstanding Qualified Borrowings at the start of the financial year (Rs. In Crores). $1285.32$ a
$\overline{2}$ Outstanding Qualified Borrowings at the end of the financial year (Rs. In Crores) $919.24$ a
3 Highest credit rating of the company Long Term: CRISIL
$AA$ +/Stable
4 Incremental borrowing done during the year (qualified borrowing) (Rs. In Crores) 20.68
5 Borrowings by way of issuance of debt securities during the year (Rs. In Crores) NII
"Excluding Short term borrowing.

Piace : Ludhiana
Date : 09-05-2024

For and on behalf of Board of Directors of Vardhman Textiles Limited

$\wedge$

TEXTIL

LUDHIANA

ANAM ROAM

É

O 水

$\overline{Q}$

$\downarrow$ V S.P. Osvest
Chairman & Hanaging Director

Chartered Accountants 7th Floor, Building 10, Tower B, DLF Cyber City Complex, DLF City Phase - II, Gurugram - 122 002, Haryana, India

Phone: +91 124 679 2000 Fax: +91 124 679 2012

INDEPENDENT AUDITOR'S REPORT ON AUDIT OF ANNUAL STANDALONE FINANCIAL RESULTS AND REVIEW OF QUARTERLY FINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OF VARDHMAN TEXTILES LIMITED

Opinion and Conclusion

We have (a) audited the Standalone Financial Results for the year ended March 31, 2024 and (b) reviewed the Standalone Financial Results for the quarter ended March 31, 2024 (refer 'Other Matters' section below), which were subject to limited review by us, both included in the accompanying "Statement of Standalone Financial Results for the Quarter and Year Ended March 31, 2024" ("the Statement") of Vardhman Textiles Limited ("the Company"), being submitted by the Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("the Listing Regulations").

(a) Opinion on Annual Standalone Financial Results

In our opinion and to the best of our information and according to the explanations given to us, the Standalone Financial Results for the year ended March 31, 2024:

  • i. is presented in accordance with the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended; and
  • ii. gives a true and fair view in conformity with the recognition and measurement principles laid down in the Indian Accounting Standards and other accounting principles generally accepted in India of the net profit and total comprehensive income and other financial information of the Company for the year then ended.

(b) Conclusion on Unaudited Standalone Financial Results for the quarter ended March 31, 2024

With respect to the Standalone Financial Results for the quarter ended March 31, 2024, based on our review conducted as stated in paragraph (b) of Auditor's Responsibilities section below, nothing has come to our attention that causes us to believe that the Standalone Financial Results for the quarter ended March 31, 2024, prepared in accordance with the recognition and measurement principles laid down in the Indian Accounting Standards and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, including the manner in which it is to be disclosed, or that it contains any material misstatement.

Basis for Opinion on the Audited Standalone Financial Results for the year ended March 31, 2024

We conducted our audit in accordance with the Standards on Auditing ("SAs") specified under Section 143(10) of the Companies Act, 2013 ("the Act"). Our responsibilities under those Standards are further described in paragraph (a) of Auditor's Responsibilities section below. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India ("the ICAI") together with the ethical requirements that are relevant to our audit of the Standalone Financial Results for the year ended March 31, 2024 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 ICAI's Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion.

Management's Responsibilities for the Statement

This Statement which includes the Standalone Financial Results is the responsibility of the Company's Board of Directors and has been approved by them for the issuance. The Standalone Financial Results for the year ended March 31, 2024 has been compiled from the related audited standalone financial statements. This responsibility includes the preparation and presentation of the Standalone Financial Results for the quarter and year ended March 31, 2024 that give a true and fair view of the net profit and other comprehensive income and other financial information in accordance with the recognition and measurement principles laid down in the Indian 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 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 Standalone Financial Results that give a true and fair view and is free from material misstatement, whether due to fraud or error.

In preparing the Standalone Financial Results, 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 financial reporting process of the Company.

Auditor's Responsibilities

(a) Audit of the Standalone Financial Results for the year ended March 31, 2024

Our objectives are to obtain reasonable assurance about whether the Standalone Financial Results for the year ended March 31, 2024 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 this Standalone Financial Results.

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

  • Identify and assess the risks of material misstatement of the Annual Standalone Financial Results, 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, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Board of Directors.
  • Evaluate the appropriateness and reasonableness of disclosures made by the Board of Directors in terms of the requirements specified under Regulation 33of the Listing Regulations.
  • 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 Company 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 Company to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the Annual Standalone Financial Results, including the disclosures, and whether the Annual Standalone Financial Results represent the underlying transactions and events in a manner that achieves fair presentation.
  • Obtain sufficient appropriate audit evidence regarding the Annual Standalone Financial Results of the Company to express an opinion on the Annual Standalone Financial Results.

Materiality is the magnitude of misstatements in the Annual Standalone Financial Results that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the Annual 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 Annual 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.

(b) Review of the Standalone Financial Results for the quarter ended March 31, 2024

We conducted our review of the Standalone Financial Results for the quarter ended March 31, 2024 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 ICAI. A review of interim financial information consists of making inquiries, primarily of the Company's personnel 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 SAs specified under section 143(10) of the Act 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.

Other Matters

• The Statement includes the results for the Quarter ended March 31, 2024 being the balancing figure between audited figures in respect of the full financial year and the published year to date figures up to the third quarter of the current financial year which were subject to limited review by us. Our report on the Statement is not modified in respect of this matter.

For Deloitte Haskins & Sells LLP

Chartered Accountants (Firm's Registration No. 117366W/W-100018)

Rajesh Digitally signed by
Rajesh Kumar
Kumar Agarwal
Date: 2024.05.09
Agarwal 13:36:05 +05'30'
Rajesh Kumar Agarwal

(Partner) (Membership No. 105546) (UDIN 24105546BKEPCF5024)

Place: Gurugram Date: May 09, 2024

T

S.No Particulars March 31, 2024 December 31,
2023
March 31, 2023 March 31, 4024 march Jay
Unaudited
(Refer Note-8)
Unaudited Unaudited
(Refer Note-8)
Audited Audited
т. Revenue from operations 2,459.41 2.329.51 2,485.61 9.504.68
325.94
10,137.49
191.95
11.
III.
Other income 67.15 74.94 75.14
2.560.75
9,830.62 10,329.44
Total Income (I+II) 2.526.56 2,404.45
IV. Expenses 5.914.65
Cost of materials consumed 1.341.17 1.360.72 1,461.82 5.495.80
1.62
1.77
Purchase of stocks- in trade 0.76 0.46 0.01 96.40 13.45
Change in inventories of finished goods and Works -in progress
Employee benefits expenses
55.76 (30.11) 67.04
195.77
839.98 767.23
Finance cost 209.66
28.52
230.12
19.37
30.42 102.28 102.15
Depreciation and amortisation expense 96.80 99.41 103.90 404.59 394.43
Other expenses 543.86 524.11 499.00 2.097.67 2,116.40
9,310.08
Total Expenses 2,276.53 2,204.08 2,357.96 9,038.34
v Share of Profit of Associates 14.04 11.14 8.24 42.65 40.55
VI. Profit before tax (III-IV+V) 264.07 211.51 211.03 834.93 1,059.91
VII. Tax expense
Current tax
Deferred tax
56.18
5.76
50.44
(0.79)
49.88
1.28
181.51
16.72
235.96
19.20
VIII. Profit after tax (VI-VII) 202.13 161.86 159.87 636.70 804.75
IX. Other Comprehensive Income
Items that will not be reclassified to profit or loss
(a) (i) Remeasurements of the defined benefits plans
(ii) Income tax relating to items that will not be reclassified to profit or loss
(b) Share of other comprehensive income from associates, to the extent not be
4.88
(1.27)
$\overline{\phantom{a}}$ 3.40
(0.86)
4.88
(1.27)
3.40
(0.86)
reclassified to profit and loss
(c) (i) Equity instruments through other comprehensive income
0.37 (0.02) (0.06)
0.44
(0.06)
0.37
(0.06)
0.44
(ii) Income taxes relating to items that will not be reclassified to profit or loss (0.03) (0.04) (0.03) (0.04)
Total Other Comprehensive Income 3.95 (0.02) 2.88 3.89 2.88
x. Total Comprehensive Income (VIII+IX) 206.08 161.84 162.75 640.59 807.63
XI. Profit/(Loss) for the period attributable to :
Owners of the Company
200.59
1.54
160.23
1.63
158.74
1.13
631.59
5.11
795.16
9.59
Non Controlling Interest 202.13 161.86 159.87 636.70 804.75
XII. Other Comprehensive Income for the period attributable to:
Owners of the Company
3.90 (0.02) 2.83 3.84 2.83
Non Controlling Interest 0.05 0.05 0.05 0.05
3.95 (0.02) 2.88 3.89 2.88
XIII.
Total Comprehensive Income/ (expenditure) for the period attributable to :
Owners of the Company 204.49 160.21 161.57 635.42 797.99
Non Controlling Interest 1.59
206.08
1.63
161.84
1.18
162.75
5.17 9.64
XIV. Earnings Per Share (in Rs) 640.59 807.63
(not annualized except for the year ended )
(a) Basic
(b) Diluted
7.05
7.05
5.63
5.63
5.58
5.58
22.20
22.20
27.96
27.95
XV. Paid up equity share capital (face value per share Rs.2) 56.90 56.89 56.89 56.90 56.89
XVI. Paid up Debt Capital*
XVII. Other equity
9,043.23 150.00
8,822.48
345.00
8,506.55
9,043.23 345,00
8,506.55
. Paid up Debt Capital comprises of listed debentures only

Vardhman Textiles Umited
Registered Office : Chandigarh Road, Ludhlana-141010
Consolidated Audited Pinancial Results for the quarter and year ended March 31, 2024
Corporate Identity Number (CIN): L17111P91979PLC003345, PAN (Rs. In crores)
| Quarter Ended | Quarter Ended | Quarter Ended | Year Ended | Year Ended
| March 31, 2024 | March 31, 2023 | March 31, 2023 | March 31, 2023

S. No.
Particulars
ASSETS
Non-current assets
(a) Property, Plant and Equipment
(b) Capital work-in-progress
(c) Right to Use Asset
(d) Intangible Assets
(e) Goodwill
(f) Financial Assets
-Investment in associates
-Investments
-Loans
-Other financial assets
(g) Income tax assets (net)
(h) Other non-current assets
Total Non-current assets
Current assets
(a) Inventories
(b) Financial Assets
-Investments
-Trade receivables
-Cash and cash equivalents
-Bank balance other than above
-Loans
-Other financial assets
(c) Current tax assets (net)
(d) Other current assets
(e) Assets held-for-sale
Total Current assets
TOTAL ASSETS
EQUITY AND LIABILITIES
As at
March 31,2024
Audited
3,737.54
60.79
19.38
9.64
2.46
219.49
1,253.45
1.27
16.72
52.91
175.55
5,549.20
4,179.89
226.12
1,220.26
34.30
53.49
2.24
15.46
699.75
0.08
6,431.59
11,980.79
As at
March 31,2023
Audited
3.913.75
51.02
19.40
1.82
2.46
188.38
1,219.37
1.25
39.29
24.21
87.09
5,548.04
2,392.68
1,141.09
1.190.99
75.60
298.62
2.58
28.93
653.87
0.16
5,784.52
11,332.56
Equity
(a) Equity Share capital 56.90 56.89
(c) Non controlling Interest 87.91 8,506.55
88.52
8.651.96
Llabilities
-Borrowings 413.13 931.35
-Other financial liabilities 0.18 3.50
18.31 0.17
17,48
(c) Deferred tax liabilities (Net) 285.01 268.29
14.97
1,235.76
Current liabilities
746.11
-Trade payables
24.04
(ii) Total outstanding dues of trade payables 334.33 335.87
enterprises.
206.66
87.79
(c) Provisions 3.76
40.99
1,444.84
11,332.56
s
Φ
S
(b) Other Equity
Total Equity
Non-current liabilities
(a) Financial Liabilities
-Lease liability
(b) Provisions
(d) Other non-current liabilities
Total Non-current liabilities
(a) Financial Liabilities
-Borrowings
(i) Total outstanding dues of micro enterprises
and small enterprises
other than micro enterprises and small
-Other financial liabilities
(b) Other current liabilities
(d) Current tax liabilities (Net)
8 SKIN TOTAL COUTTY AND LIABILITIES
9,043.23
9.188.04
0.76
13.28
730.67
1,378.04
24.04
205.86
76.24
39.81
2,062.08
11,980.79

.
S

VARDHMAN TEXTILES LIMITED

Consolidated Cash Flow Statement for the Year ended March 31, 2024 $(A)$

unts in Rs. Crores, unless otherwise stated) Particulars

Particulars Year ended
March 31, 2024
Year ended
March 31, 2023
CASH FLOW FRON OPERATING ACTIVITIES
Profit before tax
Adjustments for:
Share of profit of associates
834.93 1,059.91
Finance costs (42.65) (40.55)
Fair valuation gain on investment 88.92 87.79
Subsidy from Government
Interest Income
(94.65) (47.27)
Dividend on current investments (1.58)
(53.69)
(1.90)
(37.31)
Net gain on sale / discarding of property, plant and equipment (0, 22) (0.301)
(Profit)/Loss on sale of Investments (Net) (7.35)
(58.31)
(4.19)
Provision no longer required written back(Net)
Asset written off
(17.02) (42.12)
(4.41)
Bad debt written off 2.70 1.65
Allowances for doubtful trade receivables and advances
Depreciation and amortisation expense
0.94
0.13
1.50
1.64
Changes in working capital: 404.59 394.43
Adjustments for (increase) / decrease in operating assets :-
Trade receivables
Inventories (30.34) 127.11
Loans
Other assets (Current)
(1.787.21)
0.32
489.61
(0.79)
Other assets (Non-current) (45.87) 106.12
Others financial assets (Current) (63.02) 15.61
Others financial assets (Non Current) 2.53
0.07
125.81
0.12
Adjustments for increase / (decrease) in operating liabilities :-
Trade payables and other liabilities 15.47
Provisions (Non Current) 0.83 (31.24)
Provisions (Current) 0.38 1.50
0.05
Others financial liabilities (Current) 16.77 (67.39)
Others financial liabilities (Non-Current)
Other liabilities (Non-current)
(2.73) (1.91)
Other liabilities (Current) (0.17) 0.35
Cash generated from operations (6.31) (15.67)
(842.54) 2,118.15
Income taxes paid
Net cash generated by operating activities
(212.65)
(1,055,19)
(265.31)
1,852.84
CASH FLOW FROM INVESTING ACTIVITIES
Purchase of investments (non-current)
Proceeds from sale of Investments (non-current)
(677.44)
Proceeds from/Purchase of current investments (net) \$55.03
Interest received 1.045.39
66.97
(605.04)
Payment for purchase of property, plant and equipment, capital work (284.03) 32.62
(621.74)
in progress and other intangible assets
Bank balances not considered as cash and cash equivalents
Proceeds from disposal of property, plant and equipment 265.29 (134.96)
Dividend on associates, other investments 9.76 6.53
Net cash used in investing activities 0.22
1,103.60
0.30
(1, 444.70)
CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from equity share capital/share application 0.73 3.04
Proceeds from borrowings (non-current)
Repayment of borrowings (non-current)
20.68 410.56
Proceeds/Repayment of borrowings (current) (402.29) (462.84)
Dividends on equity share capital paid 495.46 (253.29)
Finance costs paid (105.63) (0.54)
Net cash generated/(used) in financing activities (98.66)
(89.71)
(96.10)
(399.17)
Net increase / (decrease) in cash and cash equivalents (41.30) 8.97
Cash and cash equivalents at the beginning of the year 75.60 66.63
Cash and cash equivalents at the end of the year 34.30 75.60

$\mathbf c$

×

VARDHMAN TEXTILES LIMITED
Regd. Office : Chandigarh Road, Ludhiana-141010 Statement of Segment Information

I. Segment Revenue
Textiles
Acrylic Fibre
Total
Less : Inter Segment Revenue
Net Revenue from operations
II. Segment Results
Profit before tax & interest from each segment
Textiles
Acrylic Fibre
Total
Less : (a) Interest
(b) Other un-allocable expenditure / (income)
(Net of un-allocable (income)/expenditure)
Add: Share of Profit of Associates
Total Profit before tax
Unaudited
(Refer Note-8)
2,413.23
68.38
2,481.61
22.20
2,459.41
261.34
3.76
265.10
28.52
Unaudited
2.288.79
61.89
2,350.68
21.17
2,329.51
200.80
Unaudited
(Refer Note-8)
2.428.43
80.60
2.509.03
23.42
2,485.61
Audited
9,298.68
297.48
9.596.16
91.48
9,504.68
Audited
9,840.79
426.66
10.267.45
129.96
10,137.49
201.75 784.59 1.055.00
3.64 1.80 9.61 35.41
204.44 203.55 794.20 1,090.41
19.37 30.42 102.28 102.15
(13.45) (15.30) (29.66) (100.36) (31.10)
14.04 11.14 8.24 42.65 40.55
264.07 211.51 211.03 834.93
Tax expenses 1,059.91
61.94 49.65 51.16 198.23 255.16
Net Profit after tax 202.13 161.86 159.87
636.70 804.75
Less: Non Controlling Interest 1.54 1.63 1.13 5.11 $\mathbf{r}$
9.59
Net Profit after taxes, non controlling interest and Share of
profit of Associates 200.59 160.23 158.74 631.59 795.16
III. Segment Assets
Textiles*
Acrylic Fibre 9,953.90
155.09
9,058.86 8.090.65 9,953.90 8.090.65
Total Segment Assets 10,108.99 125.91 168.97 155.09 168.97
Un-allocated . 1,871.80 9,184.77
2,308.82
8,259.62 10,108.99 8,259.62
Total Assets 11,980.79 11,493.59 3.072.94
11,332.56
1,871.80 3,072.94
11,980.79 11,332.56
IV. Segment Liabilities**
Textiles
Acrylic Fibre 521.94 603.13 542.25
Total Segment Liabilities 75.13 54.49 64.98 521.94
75.13
542.25
Un-allocated 597.07 657.62 607.23 597.07 64.98
Total Liabilities 119.50 96.28 127.63 119.50 607.23
716.57 753.90 734.86 716.57 127.63
* Includes Capital Work in Progess and Capital Advances 98.97 734.86
MHOO
** excludes borrowings, deferred tax liabilities 82.40

$\overline{t}$

$\bullet$

Registered Office : Chandigerh Road, Ludhiana-141010
Notes to Audited Consolidated Financial Results:
$\mathbf{r}$
The consolidated financial results includes result of all its -
(i) Parent - Verdhman Textiles Umited
(ii) Subsidiaries - viz Vardhman Acrylics Umited, VTL Investments Limited and
(III) Associates - viz Vardhman Yams and Threeds Limited, Vardhman Special Steels Limited and Vardhman Spinning and General Mills Limited
The Parent and its subsidairies together referred to as "the group"
The Financial Results has heavy pressured in accordance with the recognition and massurement principles as laid down in the indien Accounting Standards (That AST) prescribes the indet under the financial under the financia
Section 113 of the Companies Act, 2013 read with relevant nue recuprement procipies as laid down in the lindian Accounting acquisitions and Disclosure Requirements)
Regulations, 2015 as amended.
3 (a) The Parant Company had issued secured, rated listed Redeemable Non-convertible Debentures ('NCDs') aggregating to Ra. 195.00 Cross for cash at goal on thed as wided at 6.83% or
on June 1, 2020. The NCDs were listed at the Bombay Stock Exchange of India (BSE) and repayable at the end of 36 months from the date of allotment and had a yield of 6.83% per
annum.
During the current year, the aloresid NCDs have been repaid by the Parent Company on June 01, 2023 along with interest.The Parent Company has received the No Objection Cardification of the Company in the Company in the Com
for release of charge from SBICAP Trustee Company Limited as on July 28, 2023.
(b) The Parent Company had issued unsecured, rated listed Regeemable Non-convertible Debentures ('NCDs') aggregating to Rs. 150.00 Crores for cash at par on private placem
basis on March 20, 2023. The NCDs were listed at the Bombay Stock Exchange of India (BSE) and repayable on March 27, 2024 and had a yield of 7.70% per annum payable at the time
of maturity of MCDs
of maturity of NCDs.
During the current year, the aforesid NCDs had been repaid by the Parent Company on March 27, 2024 along with interest. Post repayment of the non-convertible debendures the Parent
Company applied for delisting in accordance with the Delisting Regulations. The final approval for delisting was received from Bombay Stock Exchange Umited an April 15, 2024. The
Parant Company has also received the No Objection Cartificate from SBICAP Trustee Company Limited as on April 25, 2024.
Consequent to redemption of secured NCDs, Regulation 54 of Securities and Exchange Board of India (Usting Obligations and Disclosure Requirements) Regulation, 2013 is not applicable
to the Parent Company as on reporting date i.e. March 31, 2024.
The Parent Company had entered into derivative contracts at an international Commodity Exchange. Other Expenses' include below mentioned amounts on these derivative contracts:
Quarter Ended Year Ended Rs. In crores
Year Ender
Particulars Ouncing Ended
March 31, 2024
Quarter Ended
December 31,
2023
March 31, 2023 March 31, 2024 March 31, 2023
Cotton hedging derivative loss/ (gain) (including marked to market gain/loss)
S The Code on Social Security 2020 had been notified in the Official Gazette on September 29, 2020. The effective date from which the changes are applicable is yet to be notified and th
rules are yet to be framed. Impact, if any, of the change will be assessed and accounted in the period in which said Code becomes effective and the rules framed thereund
published.
(13.19) 0.52 4.89 40.77
6 During the year ended March 31, 2024, the Parent Company has issued 47,750 equity shares having face value of Rs.2 under Employee Stock Options Schama. As a result of above, the
paid up equity share capital of the Company has increased from Rs. 56.89 crores to Rs. 56.90 crores.
7 The above Audited Financial Results have been reviewed by the Audit Committee at its meeting held on May 08, 2024 and approved by the Board of Directors at its meeting held on Hay
09, 2024. The statutory auditors have expressed an unmodified opinion on the aforesaid results.
g The figures for the quarter ended March 31, 2024 are the balancing figures between audited figures in respect of the full financial year and the published year to date figures upto
December 31, 2023.
g. The board of directors has recommended a dividend of Hs. 4 per share on fully paid up equity shares of the company.
The disclosure as per SEBI Circular SEBI/HQ/DDHS/DDHS/RACPOD1/P/CIR/2023/172 secss October 19, 2023 and e-mail communication received from stock exchange which required to
provide the following cetails along with the Annual financial results for the financial year enging 31 Harch 2024: -
Particulars Details
1285.32*
Sr. No.
Outstanding Qualified Borrowings at the start of the financial year (Rs. In Crores)
$919.24^*$
Outstanding Qualified Borrowings at the end of the financial year (Rs. In Crores) Long Term: CRISIL
AA+/Stable
Highest credit rating of the company
J
20.68
٠ Incremental borrowing dane during the year (qualified borrowing) (Rs. In Crores)
Borrowings by way of issuance of debt securities during the year (Rs In Crores)
The amount mentioned shove partains to Parent Company only as there is no borneing in Subsidiary Companies of the group.
For and on behalf of Board of Directors of Vardhman Textiles Limited
EXTI
R ï٥
Ą
Chairman & Hanaging Director
Place : Ludhiana
Date: 09-05-2024
Ž LIDIHANA ×

$\lambda$ $\ddot{\phantom{a}}$

Chartered Accountants 7th Floor, Building 10, Tower B, DLF Cyber City Complex, DLF City Phase - II, Gurugram - 122 002, Haryana, India

Phone: +91 124 679 2000 Fax: +91 124 679 2012

INDEPENDENT AUDITOR'S REPORT ON AUDIT OF ANNUAL CONSOLIDATED FINANCIAL RESULTS AND REVIEW OF QUARTERLY FINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OF VARDHMAN TEXTILES LIMITED

Opinion and Conclusion

We have (a) audited the Consolidated Financial Results for the year ended March 31, 2024 and (b) reviewed the Consolidated Financial Results for the quarter ended March 31, 2024 (refer 'Other Matters' section below), which were subject to limited review by us, both included in the accompanying "Statement of Consolidated Financial Results for the Quarter and Year Ended March 31, 2024" of VARDHMAN TEXTILES 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 associates for the quarter and year ended March 31, 2024, ("the Statement") being submitted by the Parent pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("the Listing Regulations").

(a) Opinion on Annual Consolidated Financial Results

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 audit reports of the other auditors on separate financial statements of the subsidiaries and associates referred to in Other Matters section below, the Consolidated Financial Results for the year ended March 31, 2024:

  • Name of the Entity Relationship Vardhman Textiles Limited Parent VTL Investments Limited Wholly owned subsidiary company Vardhman Acrylics Limited Subsidiary company Vardhman Yarns and Threads Limited Associate Company Vardhman Special Steels Limited Associate Company Vardhman Spinning and General Mills Limited Associate Company
  • (i) includes the results of the following entities:

  • (ii) is presented in accordance with the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended; and

  • (iii) gives a true and fair view in conformity with the recognition and measurement principles laid down in the Indian Accounting Standards and other accounting principles generally accepted in India of the consolidated net profit and consolidated total comprehensive income and other financial information of the Group for the year ended March 31, 2024.

(b) Conclusion on Unaudited Consolidated Financial Results for the quarter ended March 31, 2024

With respect to the Consolidated Financial Results for the quarter ended March 31, 2024, based on our review conducted and procedures performed as stated in paragraph (b) of Auditor's Responsibilities section below and based on the consideration of the review reports of the other auditors referred to in Other Matters section below, nothing has come to our attention that causes us to believe that the Consolidated Financial Results for the quarter ended March 31, 2024, prepared in accordance with the recognition and measurement principles laid down in the Indian Accounting Standards and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, including the manner in which it is to be disclosed, or that it contains any material misstatement.

Basis for Opinion on the Audited Consolidated Financial Results for the year ended March 31, 2024

We conducted our audit in accordance with the Standards on Auditing ("SAs") specified under Section 143(10) of the Companies Act, 2013 ("the Act"). Our responsibilities under those Standards are further described in paragraph (a) of Auditor's Responsibilities section below. We are independent of the Group and its associates in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India ("the ICAI") together with the ethical requirements that are relevant to our audit of the Consolidated Financial Results for the year ended March 31, 2024 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 ICAI's Code of Ethics. We believe that the audit evidence obtained by us and the audit evidence obtained by the other auditors in terms of their reports referred to in Other Matters section below, is sufficient and appropriate to provide a basis for our audit opinion.

Management's Responsibilities for the Statement

This Statement, which includes the Consolidated Financial Results is the responsibility of the Parent's Board of Directors and has been approved by them for the issuance. The Consolidated Financial Results for the year ended March 31, 2024, has been compiled from the related audited consolidated financial statements. This responsibility includes the preparation and presentation of the Consolidated Financial Results for the quarter and year ended March 31, 2024 that give a true and fair view of the consolidated net profit and consolidated other comprehensive income and other financial information of the Group including its associates in accordance with the recognition and measurement principles laid down in the Indian 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 and of its associates are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and its associates 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 respective financial results 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 this Consolidated Financial Results by the Directors of the Parent, as aforesaid.

In preparing the Consolidated Financial Results, the respective Board of Directors of the companies included in the Group and of its associates are responsible for assessing the ability of the respective entities 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 their respective entities 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 associates are responsible for overseeing the financial reporting process of the Group and of its associates.

Auditor's Responsibilities

(a) Audit of the Consolidated Financial Results for the year ended March 31, 2024

Our objectives are to obtain reasonable assurance about whether the Consolidated Financial Results for the year ended March 31, 2024 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 this Consolidated Financial Results.

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

  • Identify and assess the risks of material misstatement of the Annual Consolidated Financial Results, 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, but not for the purpose of expressing an opinion on the effectiveness of such controls.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Board of Directors.
  • Evaluate the appropriateness and reasonableness of disclosures made by the Board of Directors in terms of the requirements specified under Regulation 33 of the Listing Regulations.
  • 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 associates 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 Consolidated 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 Group and its associates to cease to continue as a going concern.

  • Evaluate the overall presentation, structure and content of the Annual Consolidated Financial Results, including the disclosures, and whether the Annual Consolidated Financial Results represent the underlying transactions and events in a manner that achieves fair presentation.
  • Perform procedures in accordance with the circular issued by the SEBI under Regulation 33(8) of the Listing Regulations to the extent applicable.
  • Obtain sufficient appropriate audit evidence regarding the Annual Standalone Financial Results of the entities within the Group and its associates to express an opinion on the Annual Consolidated Financial Results. We are responsible for the direction, supervision and performance of the audit of financial information of entities included in the Annual Consolidated Financial Results of which we are the independent auditors. For the other entities included in the Annual Consolidated Financial Results, which have been audited by the 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 Annual Consolidated Financial Results that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the Annual Consolidated 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 Annual Consolidated Financial Results.

We communicate with those charged with governance of the Parent and such other entities included in the Consolidated Financial Results 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.

(b) Review of the Consolidated Financial Results for the quarter ended March 31, 2024

We conducted our review of the Consolidated Financial Results for the quarter ended March 31, 2024 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 ICAI. A review of interim financial information consists of making inquiries, primarily of the Company's personnel 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 SAs specified under section 143(10) of the Act 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.

The Statement includes the results of the entities as listed under paragraph (a)(i) of Opinion and Conclusion section above.

We also performed procedures in accordance with the circular issued by the SEBI under Regulation 33(8) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, to the extent applicable.

Other Matters

  • The Statement includes the results for the Quarter ended March 31, 2024 being the balancing figure between audited figures in respect of the full financial year and the published year to date figures up to the third quarter of the current financial year which were subject to limited review by us. Our report is not modified in respect of this matter.
  • We did not audit/reviewed the financial statements of two subsidiaries included in the consolidated financial results, whose financial statements reflect total assets of Rs. 391.42 crores as at March 31, 2024 and total revenues of Rs. 69.61 crores and Rs. 303.50 crores for the quarter and year ended March 31, 2024 respectively, total net profit after tax of Rs. 6.66 crores and Rs. 23.29 crores for the quarter and year ended March 31, 2024 respectively and total comprehensive income of Rs. 6.84 crores and Rs. 23.46 crores for the quarter and year ended March 31, 2024 respectively and net cash inflows of Rs. 0.11 crores for the year ended March 31, 2024, as considered in the Statement. The consolidated financial results also includes the Group's share of profit after tax of Rs. 14.04 crores and Rs. 42.65 crores for the quarter and year ended March 31, 2024 respectively and Total comprehensive income of Rs. 14.30 crores and Rs. 42.85 crores for the quarter and year ended March 31, 2024 respectively, as considered in the Statement, in respect of three associates whose financial statements have not been audited by us. These financial statements have been audited/ reviewed, as applicable, by other auditors whose reports have been furnished to us by the Management and our opinion and conclusion on the Statement, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries and associates, is based solely on the reports of the other auditors and the procedures performed by us as stated under Auditor's Responsibilities section above.

Our report on the Statement is not modified in respect of the above matters with respect to our reliance on the work done and the reports of the other auditors.

For Deloitte Haskins & Sells LLP

Chartered Accountants (Firm's Registration No. 117366W/W-100018)

Rajesh Kumar Agarwal Digitally signed by Rajesh Kumar Agarwal Date: 2024.05.09 13:37:37 +05'30'

Rajesh Kumar Agarwal Partner (Membership No. 105546) (UDIN: 24105546BKEPCG4551)

Place: Gurugram Date : May 09, 2024