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A2Z Infra Engineering Limited Audit Report / Information 2023

May 19, 2023

61832_rns_2023-05-19_e14f7cce-187e-46de-b157-6fa600144ca1.pdf

Audit Report / Information

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REF. No.:- A2ZINFRA/SE/2023-24/011

BY E-FILING

May 19, 2023

To, To, Phiroze Jeejeebhoy Towers Listing Department Rotuda Building, Dalal Street, Exchange Plaza, 5 Floor

BSE Limited National Stock Exchange of India Limited Mumbai-400 001 Plot No. C/1 G Block, Bandra Kurla Complex, Bandra (E), Mumbai-400051

Fax-022-22722039 Fax- 022-26598237/38 BSE Code- 533292 NSE Code- A2ZINFRA

Subject: Outcome of Board Meeting held on Friday, May 19, 2023

Dear Sir/Madam,

In compliance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, We, A2Z INFRA ENGINEERING LTD. (hereinafter referred as "Company") wish to inform you that on the recommendations of the members of the Audit Committee, the members of the Board of Directors of A2Z Infra Engineering ltd. at its meeting duly held on May 19, 2023, have reviewed and approved the Audited Standalone & Consolidated Financial Results for the Quarter (Q4) and year ended on March 31, 2023 along with the Auditor's reports thereon, issued by the Statutory Audilors.

Copies of the Statement of Audited Standalone and Consolidated Financial Results along with the Auditor's reports, approved by the Board pursuant to Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, are attached herewith. In terms of Regulation 47 of SEBI (LODR), the extract of the Audited Standalone & Consolidated financial results shall be published in the prescribed format on May 20, 2023.

Further as required the Statement on impact of Audit Qualifications (in respect of modified opinion on standalone and consolidated Audited Results) for the year ended March 31, 2023 is enclosed herewith as Annexure-I,

The said outcome and results will be uploaded on the website of the Stock Exchanges and on the website of the Company at www.a2zgroup.co.in.

The Board meeting commenced at 5:00 p.m. and concluded at 08:30 p.m.

This is for your information & records purpose.

Thanking you, Yours truly, FOR A27Z INFRA ENGINEERING LTD. (Atul Kumar Agarwal) Company Secretary FCS-6453 Add: - Ground Floor, Plot No. 58, Sector-44, Gurugram-122003, Haryana Atul Kumar Agarwal Digitally signed by Atul Kumar Agarwal Date: 2023.05.19 20:44:17 +05'30'

Registered Office: 0-116, First Floor, Shopping Mall, Arjun Marg, DLF City, Phase-1, Gurugram-122 002, Haryana (INDIA) Corporate Office: Ground Floor, Plot No. 58, Sector - 44, Gurugram — 122003, Haryana (INDIA) Tel.: +91-124-472-3383, Website : www.a22group.co.in, Email : [email protected]

Independent Auditor's Report on the Standalone Annual 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 A2Z Infra Engineering Limited

Disclaimer of Opinion

    1. We have audited the accompanying standalone annual financial results of A2Z Infra Engineering Limited ('the Company') for the year ended March 31, 2023 ('the Statement'), attached herewith, being submitted by the Company pursuant to the requirement of Regulation 33 of the SEB! (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("Listing Regulations"), including relevant circulars issued by the SEB! from time to time.
    1. We do not express an opinion on the accompanying statement of the company, because of the significance of the matters described in the "Basis for Disclaimer Opinion" section of our report. We have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on the statement.

3. Basis for Disclaimer of Opinion

a) As stated in note 10 to the accompanying Statement, the Company has incurred a net loss after tax of Rs. 9,154.14 lakhs during the year ended 31st March 2023, and as of that date, the Company's accumulated losses amount to Rs. 1,06,842.29 lakhs, which have resulted in substantial erosion of its net worth, and the current liabilities exceed current assets by Rs. 14,341.26 lakhs and is presently facing acute liquidity problems on account of delayed realization of trade receivables. Also, certain lenders have filed applications with the National Company Law Tribunal (NCLT), Debt Recovery Tribunal (DRT) and other courts for recovery of their dues as detailed in note 9 and 10. The Company has also delayed in repayment of borrowings and payment of statutory dues and dues payable to other lenders including delays with respect to dues payable under one-time settlement agreements, as further detailed in note 9. As confirmed by the management, the Company has been in discussions with the lenders regarding restructuring of these borrowings, the resolution for which is yet to be finalised. Further, the expected realisation of the amounts outstanding from certain customers, within the next 12 months, with whom the Company is in discussions is uncertain in the absence of any confirmations from such customers. Such events and conditions and the possible impact of the associated uncertainties on management's assumptions, and other matters as set forth in the note 10, cast significant doubt on the Company's ability to continue as a going concern. In the absence of sufficient appropriate audit evidence to support the management's assessment with respect to restructuring of borrowings and availability of funds, we are unable to comment on the ability of the Company to continue as a going concern. Further, as stated in Note 11 to the accompanying statement, indicates that a material uncertainty exists that may cast significant doubt on the Tanzania's branch ability to continue as going concern.

Our audit report on the standalone financial results for the quarter and year ended 31* March 2022 dated 18" May 2022 and our review report for the quarter ended 31% Dec 2022 dated 14" February 2023 also included a disclaimer of opinion and disclaimer of conclusion, respectively, in respect of this matter.

Branch Office: 912, Tower 2, Pearls Omaxe Tower, Netaji Subhash Place, Pitampura, New Delhi-1 1002 Regd Office: 216, Tower-2, DLF Corporate Greens, Sector-74A, Gurugram, 122002 Tel: +91-11-47079095 » E-mail: office @mrks.co.in » Website: www.mrks.in

@A MRKS AND ASSOCIATES

b) As stated in note 8 and 9 to the accompanying Statement, the Company has borrowings from certain banks which have been classified as non-performing assets ('NPA borrowings') and those from certain other banks/ asset reconstruction company (together referred to as 'the Lenders'). The Company had entered into settlement agreements ('Settlement Agreements') with some of these Lenders for the aforesaid loans. As described in the said note, the Company has delayed the payments in respect of the instalments due to these Lenders pursuant to the relevant loan agreements and Settlement Agreements. In respect of the aforementioned NPA borrowings and delayed payments under the Settlement Agreements, the Company has not recognised interest for the quarter and year ended 31* March 2023 aggregating to Rs. 822.41 lakhs and Rs. 3,374.33 lakhs (accumulated interest as at 31 March 2023 being Rs. 4,276.44 lakhs), payable under the terms of the said agreements, as estimated by the management on the basis of expected renegotiation with the Lenders.

Pending confirmations/reconciliations from the Lenders and in the absence of sufficient appropriate evidence to substantiate management's assessment, we are unable to comment on the adjustments, if any, that may be required to the carrying values of the aforesaid borrowings and dues (including interest) payable to the Lenders in accordance with the terms of loan agreements and Settlement Agreement, and the consequential impact of such adjustments on the accompanying Statement.

Our Audit report on the standalone financial results for the quarter and year ended 31% March 2022 dated 18" May 2022 and our review report for the quarter ended 31° Dec 2022 dated 14" February 2023 also included a disclaimer of opinion and disclaimer of conclusion, respectively, in respect of this matter.

c) As stated in note 3 to the accompanying Statement, the Company's non-current investment (net of impairment amounting to Rs. 7,992.84 lakhs) in its associate company namely Greeneffect Waste Management Limited {formerly known as A2Z Green Waste Management Limited) ("GWML") and its other current financial assets (net of impairment amounting to Rs. 2,826.46 lakhs) and its current financial assets-loan amounting to Rs. 84.67 lakhs which include amounts dues from such associate company as on 31% March 2023. Further, as stated in note 7 of the accompanying statement, during the quarter and year ended as on 31% March 2023, Company has provided provision for diminution in investment of Rs. 9,058.00 lakhs on preference shares of Greeneffect Waste Management Limited. The consolidated net worth of the aforesaid associate company as on that date has been fully eroded on account of losses incurred. Further, the associate company is facing liquidity constraints due to which it may not be able to meet the projections as per the approved business plans. Based upon the valuation report of an independent valuer, arbitration awarded in favour of GWML and other factors described in the aforementioned note, management has considered such balances as fully recoverable. However, in the absence of sufficient and appropriate audit evidence to support the management's assessment as above, we are unable to comment upon adjustments, if any, that may be required to the carrying value of these balances, and the consequential impact on the accompanying Statement.

Branch Office: 912, Tower 2, Pearls Omaxe Tower, Netaji Subhash Place, Pitampura, New Delhi-1100 Regd Office: 216, Tower-2, DLF Corporate Greens, Sector-74A, Gurugram, 122002 Tel: +91-11-47079095 ¢ E-mail: [email protected] ® Website: www.mrks.in

Our audit report on the standalone financial results for the quarter and year ended 31% March 2022 dated 18™ May 2022 and our review report for the quarter ended 31% Dec 2022 dated 14" February 2023 also included a disclaimer of opinion and disclaimer of conclusion, respectively, in respect of this matter.

Emphasis of Matters

  1. We draw attention to:
  • i Note 2(a) to the accompanying Statement, which describes the uncertainties relating to the outcome of the various pending litigations in respect of three cogeneration power plants of the Company located at Punjab, for which the Company has filled petitions and appeals at various forums. The final outcome of these matters is presently unascertainable. Further, the management has recorded impairment of Rs. 35,665.04 lakhs in the present value of the power plant as at 31% March 2023.
  • ii. Note 2(b) to the accompanying Statement, which describes the uncertainty relating to the outcome of litigation pertaining to income-tax matters pursuant to orders received by the Company against which management and the assessing authorities have filed appeals with relevant Income-tax Authorities. The final outcome of these matters is presently unascertainable.
  • iil. Note 2(c) to the accompanying Statement, which describes the uncertainty relating to utilisation/recovery of input tax credit and levy of interest on service tax. Based on the terms of the contract with the customers/vendors and independent legal opinion, management believes that these amounts are recoverable from the customer including interest thereon and that the Company will be able to avail the input tax credit for aforementioned matter.

Responsibilities of the Management and Those Charged with Governance for the Statement

  1. This Statement has been prepared on the basis of the standalone annual audited financial results and has been approved by the Company's Board of Directors. 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/loss and other comprehensive income and other financial information of the Company in accordance with the accounting principles generally accepted in India, including IND AS prescribed under Section 133 of the Companies Act, 2013 ('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

Branch Office: 912, Tower 2, Pearls Omaxe Tower, Netaji Subhash Place, Pitampura, Ne Regd Office: 216, Tower-2, DLF Corporate Greens, Sector-74A, Gurugram, 122 2 Tel: +91-11-47079095 » E-mail: [email protected] » Website: www.mrks.in

presentation of the Statement that gives a true and fair view and are free from material misstatement, whether due to fraud or error.

    1. 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.
    1. The Board of Directors are also responsible for overseeing the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the Statement

  1. Our responsibility is to conduct an audit of the Statement in accordance with the Standards on Auditing, specified under section 143(10) of the Act, and to issue an auditor's report. However, because of the matters described in the Basis for Disclaimer of Opinion section of our report, we are not able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these standalone financial results. 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 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.

Other Matters

    1. The statement includes the financial results for the quarter ended 31 March. 2023, being the balancing figures between the audited figures in respect of the full financial year and the published unaudited year-to-date figures up to the third quarter of the current financial year, which were subject to limited review by us.
    1. We did not audit the financial statements of two branches included in the Statement, 'whose financial information reflects total assets of Rs. 1,421.73 lakhs as at 31 March 2023, total revenues of Rs. 20.35 lakhs, total net profit after tax of Rs. 22.86 lakhs, total comprehensive income of Rs. 22.86 lakhs and cash flows (net) of Rs. 71.95 lakhs for the year then ended, as considered in the Statement. These financial statements have been audited by the branch auditors, whose reports have been furnished to us by the management.

Further, all such branches are located outside India whose financial statements have been prepared in accordance with accounting principles generally accepted in their respective countries and which have been audited by branch auditors under audit standards specified in Annexure-1 applicable in their respective countries. The Company's management has converted the financial statements of such branches from accounting principles generally accepted in their respective countries to accounting principles generally accepted in India. We have reviewed these conversion adjustments made by the Company's management. This report, in so far as it relates to the balances and affairs of these branches is based on the audit report of branch

Branch Office: 912, Tower 2, Pearls Omaxe Tower, Netaji Subhash Place, Pitampura, New Delhi-, Regd Office: 216, Tower-2, DLF Corporate Greens, Sector-74A, Gurugram, 122002 Tel: +91-11-47079095 » E-mail: [email protected] » Website: www.mrks.in

(@A MRKS AND ASSOCIATES

auditors, and the conversion adjustments prepared by the management of the company and audited by us.

  1. The Statement includes the financial information of one branch, which has not been audited, and whose financial information reflects total revenues of Rs. 20.65 lakhs, total net loss after tax of Rs. 1.63 lakhs and total comprehensive loss of Rs. 1.63 lakhs for the year ended 31st March 2023, as considered in the Statement. This report, in so far as it relates to the balances and affairs of this branch, is based solely on such financial information, as certified and provided by the management. According to the information and explanations given to us by the management, this financial information is not material to the Company.

For MRKS AND ASSOCIATES Chartered Accountants (ICAI Registration No. 023711N)

Date: 19.05.2023 Place: Gurgaon

UDIN: 23512362BGWDLK2556

Branch Office: 912, Tower 2, Pearls Omaxe Tower, Netaji Subhash Place, Pitampura, New Delhi-110034 Regd Office: 216, Tower-2, DLF Corporate Greens, Sector-74A, Gurugram, 122002 Tel: +91-11-47079095 E-mail: office @ mrks.co.in « Website: www.mrks.in

Annexure 1:

S.No. Name Country ofOperations Audited/ManagementCertified Name of auditingStandard
1 A2Z Infra EngineeringLimited (TanzaniaBranch) Tanzania Audited International StandardsAuditing
2 A2Z Infra EngineeringLimited (Nepal Branch) Nepal Management Certified Nepal Standards Auditing
3 A2Z Infra EngineeringLimited (Uganda Branch) Uganda Audited International StandardsAuditing

Branch Office: 912, Tower 2, Pearls Omaxe Tower, Netaji Subhash Place, Pitampura, New Delhi-110034 Regd Office: 216, Tower-2, DLF Corporate Greens, Sector-74A, Gurugram, 122002 Tel: +91-11-47079095 e E-mail: [email protected] « Website: www.mrks.in

A2Z INFRA ENGINEERING LIMITED

CIN No.: L74999HR2002PLC0O34805

A27 INFRA ENGINEERING LIMITED

Statement of Audited Standalone Financial Results for the quarter and year ended March 31, 2023

(Amount in Rs. Lakhs)
Quarter ended Year ended
SH Pra a [a
(Refer Note 1) (Unaudited) (Refer Note 1) (Audited) (Audited)
1 Income
Revenue from operations 1,480.12 1,489.17 4,042.63 6,958.65 13,601.00]
Other income 121.56 16.59 81.34 3,068.54 1,036.00
Total income 1,601.68 1,505.76 4,123.97 10,027.19 14,637.00]
2 Expenses
Cost of material consumed 1,323.79 1,159.08 3,329.82 5,157.90 11,114.59
Employee benefit expenses 42.94 103.13 40.31 311.85 242.47
[Finance costs 100.82 142.94 218.03 700.77 2,024.73
Depreciation and amortization expenses 118.86, 121.22 112.83 482.90 404.57
Other expenses 180.70 353.33 659.58 4,573.72 18,139.72
Total expenses 1,767.11 1,879.70 4,360.57 11,227.14 31,926.08
3 Loss before exceptional items and tax (165.43) (373.94) (236.60) (1,199.95) (17,289.08)
4 Exceptional items — (loss)/ gain (Refer note 7) (5,587.78) 275.20 112.65 (5,312.58) 71.86
5 Loss before tax (5,753.21) (98.74) (123.95) (6,512.53) (17,217.22)
Current tax 0.54 0.54 6.51
Deferred tax charge/ (credit) 2,641.07 = 2,641.07
G6 Loss for the period/year (8,394.82) (98.74) (123.95) (9,154.14) (17,223.73)
7 Other comprehensive income
eyedItems that will not be reclassified to profit and loss (7.21) (25.73) (7.21) (7.77)
8 Comprehensive income for the (7.21) 25.73) (7.21) 2.77)
9 Total Comprehensive income for the period /year (8,402.03) 98.74) (149.68) (9,161.35) (17,231.50)
10 ey ryshaldl pital] (Racal ach hE Ars) 17,611.99 17,611.99 17,611.99 17,611.99 17,611.99
11 [Other equity (15,955.37) (6,901.35;
12 Loss per equity share:
(a) Basic (in INR) 4.77) (0.05) 0.07) (5.20) 9.73)
(b) Diluted (in INR) 4.77) (0.05) (0.07) (5.20) 9.78)

Registered Office: O-116, First Floor, Shopping Mall, Arjun Marg, DLF City, Phase-1, Gurugram-122 002, Haryana (INDIA) Corporate Office: Ground Floor, Plot No. 58, Sector - 44, Gurugram — 122003, Haryana {INDIA} Tel.: +91-124-472-3383, Website : www.a2zgroup.co.in, Email : [email protected]

A2Z INFRA ENGINEERING LIMITED i CIN No.: L74999HR2002PLC0O34805 [If

Notes:

  1. The above standalone financial results for the year ended on March 31, 2023 have been reviewed by the Audit Committee and subsequently approved by the Board of Directors at their Board Meeting duly held on May 19, 2023 in terms of Provisions of Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The standalone financial results have been prepared to comply in all material respects with the Indian Accounting Standards (Ind AS") as prescribed under Section 133 of the Companies Act, 2013 (the Act') read with Companies (Indian Accounting Standards) Rules 2015, as amended from time to time, and other accounting principles generally accepted in India. The statutory auditor have issued a disclaimer of conclusion in respect of the matters described in note 3, 8,9, 10 and 11 in standalone financial results for the quarter and year ended March 31, 2023.

The figures for the quarter ended March 31, 2023 and March 31, 2022 are the balancing figures between audited figures in respect of the full financial year ended March 31, 2023 and March 31, 2022 respectively and the unaudited published year to date figures upto December 31, 2022 and December 31, 2021 respectively, being the end of the third quarter of the financial year which were subject to a limited review.

Basic and Diluted Earnings Per Share is not annualized for the quarters ended March 31, 2023, December 31, 2022 and March 31, 2022.

    1. The auditors in their audit report have drawn attention to the following matters:
  • a. In respect of the on-going arbitration proceedings with the sugar mills for certain disputes in respect of cogeneration power plants, the Company had filed petition under section 11 of the Arbitration and Conciliation Act, 1996 in the High Court of Punjab and Haryana for appointment of an independent Arbitrator, which is still pending in the High Court, though the High Court was of the prima-facie view that "there appears to be force in the submissions and the issue requires scrutiny".

Further during the year ended March 31, 2021, the Company had also challenged the mandate of the arbitrator under section 34 of the Arbitration and Conciliation Act, 1996 at District & Sessions Court, Chandigarh and thereafter, the Additional Registrar had passed the arbitral awards in all the three atbitration proceedings against the Company. The arbitral awards consists of claims in the nature of various amounts such as guarantee return, repait and maintenance of boiler, electricity purchased for operating plant etc amounting to Rs. 7,234.73 lakhs and interest thereon. The Company has challenged aforementoned arbitral awards under section 34 of the Arbitration and Conciliation Act, 1996 which is pending at District & Sessions Court, Chandigarh. Furthermore, sugar mills have restricted the company persvnnel ww enter the power plant premises and company has fled police complaint against the same.

Considering the facts explained above, management has decided to fully impair three cogeneration power plants in its books of accounts set up with respective sugar mills on Build, Own, Operate and Transfer (BOOT) basis. Hence, the management has recorded an impairment of Rs. 35,665.04 lakhs in the present value of the power plant as at March 31, 2023.

Out of the aforementioned impairment as at March 31, 2023 Rs. 26,788.49 lakhs pertain to two power plants, which were yet to be capitalised and Rs. 8,876.56 lakhs are for power plant which has already been capitalised.

b. The Income tax authorities conducted a search and survey at certain premises of the Company under section 132 and 133 of the Income Tax Act, 1961 in April 2012. During the year ended March 31, 2015, the Company received the assessment orders for the assessment years 2009-10 to 2013-14 from the Deputy Commissioner of Income Tax (DCIT) demanding additional tax liability of Rs. 1,992.17 lakhs. During the year ended Match 31, 2015 the Company had filed appeals with Commissioner of Income Tax (CIT) (Appeals) challenging these orders against which the said authority had granted partial relief to the Company. The Company has further filed appeals with Income Tax Appellate Tribunal (ITAT) challenging the orders for these assessment years in respect of the matters, where the CIT(A) has not accepted the Companys contention. Additionally, the DCIT has also filed appeals with the ITAT against the matters where the relief has been given to the Company.

Registered Office: O-116, First Floor, Shopping Mall, Arjun Marg, DLF City, Phase-1, Gurugram-122 002, Haryana (INDIA) Corporate Office: Ground Floor, Plot No. 58, Sector — 44, Gurugram — 122003, Haryana (INDIA) Tel.: +91-124-472-3383, Website : www.a2zgroup.co.in, Email : [email protected]

A2Z INFRA ENGINEERING LIMITED CIN No.: L74999HR2002PLC034305 (Il GROUP

Further, during the year ended March 31, 2018, the Company had received penalty orders for the Assessment year 2009-10 to 2013-14 from DCIT and for the Assessment year 2008-09 from CIT demanding additional tax liability of Rs. 1,277.64 lakhs against which the CIT (Appeals) had not granted relief to the Company.

During the year ended March 31, 2019, the Company has received orders from CIT (Appeals) quashing the penalty orders aggregating Rs. 477.71 lakhs out of the aforementioned and upholding the rest. The Company has filed appeals with the ITAT challenging the penalty orders for these assessment years in respect of the matters where the CIT(A) has not accepted the Company's contention.

Based on their assessment and upon consideration of advice from the independent legal counsel, the management believes that the Company has reasonable chances of succeeding before the ITAT and does not foresee any material liability. Pending the final decision on the matter, no further adjustment has been made in the standalone financial results.

  • During the financial year ended March 31, 2017, the Company based on the legal advice filed an application for advance ruling with the Advance Ruling Authorities ('the Authority') regarding applicability of service tax in respect of one of the projects undertaken by them. During the year ended March 31, 2018, the Company received response to its application wherein the Authority opined that entire project is covered within the ambit of the service tax. Accordingly, the Company has recognized the service tax liability and based on the contractual terms which stipulates that any taxes shall be borne by the customer, has also recognized amount recoverable from customer of an cquivalent amount. Further, the management believes that the interest, if any, on the delayed deposit of the aforementioned service tax liability is currently unascertainable and shall be reimbursed by the customer. The Company has made submissions with the customer in this regard. Additionally, based on the independent legal advice, the Company believes that the input tax credit in respect of the aforementioned project shall be adjustable against the liability considering the entire project has now been clarified to be covered under the service tax ambit. Accordingly, no further adjustments to the books of account are considered necessary.
  • 3 The Company, as at March 31, 2023, has non-cutrent investments (net of impairment) amounting to Rs. 7,992.84 lakhs, other current financial assets (net of impairment) amounting to Rs. 2,826.46 lakhs and current financial assets-loan amounting to Rs. 84.67 lakhs in its associate company Greeneffect Waste Management Limited (formetly known as A2Z Green Waste Management Limited) ('GWML') which has holding in various SPVs under its fold (hereinafter Greeneffect Waste Management Limited together with its subsidiaries is referred to as Greeneffect Waste Management Group). During the current quarter, Company has provided provision of Rs. 9,058.00 lakhs on preference shares of Greeneffect Waste Management Limited. While Greeneffect Waste Management Group has incurred losses during its initial years and consolidated net-worth as at March 31, 2023 has been completely eroded. Based on internal assessment and valuation report from an independent valuer, the recoverable amount from the underlying investments /assets is highet than the net worth of Greencffect Waste Management Group. There are assumptions and estimates used in such future projections such as discount rate, long term growth rate, arbitration claims etc. which management believes are appropriate. Therefore, the management believes that the realisable amount from the aforementioned associate company and its subsidiaries is higher than the carrying value of the non-current investments, other current financial assets and current financial assets-loans due to which these are considered as good and recoverable.

(This space has been intentionally left blank)

Registered Office: O-116, First Floor, Shopping Mall, Arjun Marg, DLF City, Phase-1, Gurugram-122 002, Haryana (INDIA) Corporate Office: Ground Floor, Plot No. 58, Sector ~ 44, Gurugram — 122003, Haryana (INDIA) Tel.: +91-124-472-3383, Website : www.a2zgroup.co.in, Email : [email protected]

A2Z INFRA ENGINEERING LIMITED CIN No.: L74999HR2002PLC034805 GROUP

4 The Company has reported segment information as per Indian Accounting Standard 108 'Operating Segments' (Ind AS 108). The Company is operating into following segments — (i) Engineering Service (ES), (if) Power generation projects ('PGP') and (iii) Others which primarily includes "trading of goods and operation and maintenance services etc.

Audited standalone segment wise revenue, results, assets and liabilities for the quarter and year ended March 31, 2023

(Amount in Rs. Lakhs)
Quarter ended Year ended
Particulars March 31,2023 December 31, 2022 March 31,2022 March 31,2023 March 31,2022
(Refer Note 1) (Unaudited) (Refer Note 1) (Audited) (Audited)
1. Segment revenue
(a) Segment — ES 1,480.12 1,489.17 4,042.63 6,940.80 13,531.44
(b) Segment — PGP - -
(c) Segment — Others - - - 17.85 69.56
Total 1,480.12 1,489.17 4,042.63 6,958.65 13,601.00
Less: Inter segment revenue = - = dl -
Revenue from operations 1,480.12 1,489.17 4,042.63 6,958.65 13,601.00
2. Segment results [(Loss)/ profit before tax andinterest [rom each segment]
(a) Segment — ES (72.52) (174.45) 27.13 (363.35) (15,526.26)
(b) Segment — PGP (64.10) (65.52) (64.10) (259.95) (264.15)
(c) Segment — Others - - - 17.85 69.56
Total (136.62) (239.97) (36.97) (605.45) (15,720.85)
Less: Inter segment results : 1 : i J
Net segment results (136.62) (239.97) (36.97) (605.45) (15,720.85)
Add: Interest income 2.13 0.80 12.60 11.86 447.85
Less:
Interest expensc(i) 100.82 142.95 218.03 700.78 2,024.73
Other unallocable expenditure net of unallocablei (69.89) (8.18) (5.80) 94.42) (8.65)
Loss before exceptional item and tax (165.43) (373.94) (236.60) (1,199.95) (17,289.08)
[ixceptional (loss) /income
(a) Segment — ES 9,598.99 (2,500.24) (9,699.32) 7,098.75 (7,052.26)
(b) Segment — PGP (6,128.76) - - (6,128.76)
(c) Unallocable items (9,058.01) 2,775.44 9,811.97 (6,282.57) 7,124.12
Loss after exceptional item and before tax (5,753.21) (98.74) (123.95) (6,512.53) (17,217.22)
Less : Tax expenses
Current tax(i) 0.54 0.54 6.51
(ii) Deferred tax charge/ (credit) 2,641.07 = - 2,641.07
Loss for the period / yeat (8,394.82) (98.74) (123.95) (9,154.14) (17,223.73)

Corporate Office: Ground Floor, Plot No. 58, Sector — 44, Gurugram —~ 122003, Haryana (INDIA) Tel: +91-124-472-3383, Website : www.a2zgroup.co.in, Email : [email protected] Registered Office: O-116, First Floor, Shopping Mall, Arjun Marg, DLF City, Phase-1, Gurugram-122 002, Haryana (INDIA)

Audited standalone segment wise revenue, results, assets and liabilities for the quarter and year ended March 31, 2023 (Cont'd)

(Amount in Rs. Lakhs)
Quarter ended Year ended
Particulass March 31,2023 December 31, 2022 March 31,2022 March 31,2023 March 31,2022
(Refer Note 1) (Unaudited) (Refer Note 1) (Audited) (Audited)
3. Segment assets
(a) Segment — ES 51,694.91 57,624.38 72,824.39 51,694.91 72,824.39
(b) Segment — PGP 404.75 6,612.34 7,008.52 404.75 7,008.52
(c) Segment —~ Others 1,322.31 564.30 61.18] 1,322.31 61.18
(d) Unallocated 22,116.42] 34,770.99] 34,563.24 22,116.42] 34,563.24]
Total Assets 75,538.39 99,572.01 1,14,457.33 75,538.39 1,14,457.33
4. Segment liabilities
(a) Segment — ES 42,248.75 56,540.00 65,143.05 42,248.75) 65,143.05
(b) Segment — PGP 117.04 112.26 117.31 117.04 117.31
(¢) Segment — Others 5,283.49 4,531.05 5,759.95 5,283.49 5,759.95
(d) Unallocated 26,232.49 28,342.55 32,726.42) 26,232.49 32,726.42
Total Liabilities 73,881.77 89,525.86 1,03,746.73 73,881.77 1,03,746.73

(This space has been intentionally left blank)

A2Z INFRA ENGINEERING LIMITED CIN No.: L74999HR2002PLC0O34805 [ll

5) Standalone Statement of Assets and Liablities

{Amount in Rs. Lakhs)
} As atMarch 31, As atMarch 31,
Particulars 2023 2022
(Audited) (Audited)
Assets
Non-current assets
Property, plant and equipment 1,074.74 3,519.32
Right to use of assets 33.57 915.49
Capital work-in-progress 678.47 4,514.00
Intangible assets
Financial assets
Investments 14,330.04 23,336.35
Other financial assets 720.67 1,130.85
Deferred tax assets (net) 12.90 2,653.97
Non-curtent tax assets (net) 2,469.42 2,773.47
Other non-current assets 0.90 40.54
Total 19,320.71 38,683.99]
Current assets
Financial assets
Trade receivables 25,105.25 43,150.81
Cash and cash equivalents 514.01 208.31
Loans 1,384.78 1,258.29
Other financial assets 22,741.90 25,727.36
Other current assets 6,471.74 5,428.57
Total 56,217.68 75,773.34
Total Assets 75,538.39] 1,14,457.33
Equity and liabilities
Equity
Equity share capital 17,611.99 17,611.99
Other equity (15,955.37) (6,901.39)
Total equity 1,656.62 10,710.60

A2Z INFRA ENGINEERING LIMITED CIN No.: L74999HR2002PLC034805

Standalone Statement of Assets and Liablities (Cont'd) (Amount in Rs. Lakhs)
As atMarch 31, As atMarch 31,
Particulars 2023 2022
(Audited) (Audited)
Liabilities
Non-cusrent liabilities
Financial liabilities
Borrowings 300.00 500.00
Lease liability 19.63 827.90]
Provisions 3,003.20 3,784.31
Total 3,322.83 5,112.21
Current liabilities
Financial liabilities
Borrowings 25,898.37 31,338.23
Lease liability 14.48 59.96
Trade payable
- Total outstanding dues of micro enterprises and small enterprises 11.32 17.93
- Total outstanding dues of creditors other than micro enterprises and small enterprises 27,595.85) 45,734.31
Other financial liabilities 6,322.62, 5,718.61
Other current liabilities 10,684.06 15,692.02
Provisions 32.24 73.46,
Total 70,558.94 98,634.52
Total Liabilities 73,881.77 1,03,746.73
Total Equity and Liabilities 75,538.39 1,14,457.33

6) Standalone Cash flow statement

(Amount in Rs. Lakhs)
As at As at
Particulars March 31, March 31,
2023 2022
(Audited) (Audited)
A Cash flows from operating activities:
Loss before tax (after exceptional items) (6,512.53) (17,217.22)
Adjustments:
Exceptional items 5,312.58 (71.86)
Depreciation and amortisation expense 482.90 404.57
(Gain)/Loss on disposal of property, plant and equipment (nct) 4.74 942.15
Profit on sale of investment in subsidiary - -
Intercst expense 638.80) 1,909.67
Interest income (9.01) (445.67)
Provision for contract revenue in excess of billing 1,328.78 162.64,

Registered Office: O-116, First Floor, Shopping Mall, Arjun Marg, DLF City, Phase-1, Gurugram-122 002, Haryana (INDIA) Corporate Office: Ground Floor, Plot No. 58, Sector — 44, Gurugram — 122003, Haryana (INDIA) Tel.: +91-124-472-3383, Website : www.a2zgroup.co.in, Email : [email protected]

A2Z INFRA ENGINEERING LIMITED CIN No.: L74999HR2002PLC034805 lil

Standalone Cash flow statement (Cont'd) (Amount in Rs. Lakhs)
As at As at
Particulars March 31 , March 31,
2023 2022
(Audited) (Audited)
Provision fot bad and doubtful debts / advances 1,013.16 15,088.44]
Liability /provision written back (2,920.91) (486.77)
Provision for warranty 273.49 866.66
Provision for employee benefits 3.10 8.95
Account written off - 78.80)
Advances written off A!
Recognition of share based payments at fair value 55.68 20.93
Unwinding of interest on security deposits (2.85) (2.18)
Gain on modification of lease contract (61.68) (1.37)
Operating profit before working capital changes (393.75) 1,257.74
Net changes in working capital
Changes in trade receivables 7,861.98 16,233.33
Changes in loans 96.70 599.75
Changes in other financial assets (333.31) (8,184.90)
Changes in other assets (1,192.96) 2,757.97
Changes in trade payables 277.70 (6,492.06)
Changes in provisions (1,157.78) 935.40
Changes in financial liabilities (3.93) (40.94)
Changes in other liabilities (2,224.70) (5,033.87)
Net changes in working capital: 3,323.70 774.68
Cash flow from operations 2,929.95 2,032.42]
Current taxes (paid)/refund 303.51 169.03
Net cash flow from operating activities (A) 3,233.46 2,201.45
B Cash flows from investing activities:
Payment for property, plant and equipment (505.58) (174.15)
Proceeds from sale of property, plant and equipment 122.18 1,609.87
Investment in newly formed subsidiary - (3.00)
Proceeds from sale of investment in subsidiary - 600.00)
Fixed deposits matured - (net) 3.53 131.66
Interest received 9.01 158.55
Net cash (used in)/ flow from investing activities (B) (370.86) 2,322.93
C Cash flows from financing activities:
Repayments of long-term borrowings (net) (1,160.25) (3,430.11)
Repayments of short term borrowings (net) (1,189.35) (127.01)
Payment of lease liabilities (60.71) (21.56)
Interest payment of lease liabilities (87.58) (17.06)
Interest paid (59.01) (1,150.91)
Net cash used in financing activities (C) (2,556.90) (4,746.65)
Net increase / (decrease) in cash and cash equivalents (A+B+C) (222.27)
Cash and cash equivalents at the beginning of the year 430.58
Cash and cash equivalents at the end of the year 208.31

Registered Office: O-116, First Floor, Shopping Mall, Arjun Marg, DLF City, Phase-1, Gurugram-122 002, Haryana (INDIA) Corporate Office: Ground Floor, Plot No. 58, Sector — 44, Gurugram — 122003, Haryana (INDIA) Tel.: +91-124-472-3383, Website : www.02zgroup.co.in, Email ; [email protected]

A2Z INFRA ENGINEERING LIMITED CIN No.: L74999HR2002PLCO34805

7) Following exceptional items (net) have been recorded:

(Amount in Rs. Lakhs)
Quarter ended Year ended
Particulars March 31, December 31, March 31, March 31, March 31,
2023 2022 2022 2023 2022
(Refer Note 1) (Unaudited) (Refer Note 1) (Audited) (Audited)
One ERE settlement (OTS) with banks and financialinstitutions 2,775.44 7787.47 2775.44 8161.42
1 iabilities written back 9,598.99 9,598.99 5,239.20
Exceptional gain (A) 9,598.99 2,775.44 7,787.47 12,374.43 13,400.62
Unbilled provision/ write off 2,500.24 2,500.24 =
Capital assets impaired /written off (Refer note- 2(a)) 6,128.77 6,128.77 -
Trade receivable written off 7,674.82 - 7,674.82
Loss on sale of subsidiary - 431.69
Investment provision/ written off 9,058.00 9,058.00 5,222.25
Exceptional loss (B) 15,186.77 2,500.24 7,674.82 17,687.01 13,328.76
Net Exceptional (loss)(A-B) (5,587.78) 275.20 112.65 (5,312.58) 71.86
  • 8 The loan accounts of the Company have been classified as Non- Performing Assets by certain banks and they have not charged interest on the said accounts and also the Company has not charged interest on borrowings from certain banks/ Asset Reconstruction Company which had entered into Settlement agreement(s), therefore provision for interest has not been made in the books of accounts and to that extent interest costs and loan liabilities have been understated. The extent of exact amount is under determination and reconciliation with the bank, however as per the details available, the amount of unaccrued interest, on approximate basis, on the said loans (other than the borrowings of few banks which are regular) amounts to Rs. 822.41 lakhs, Rs. 3,374.33 lakhs and Rs. 4,276.44 lakhs for the quarter ended Match 31, 2023, year ended March 31, 2023 and as at March 31, 2023 respectively (Rs. 757.54 lakhs, Rs. 893.93 lakhs and Rs. 3,598.81 lakhs for the quarter ended December 31, 2022, March 31, 2022 and year ended March 31, 2022 respectively). 'I'he Company is already in discussion with the said banks and Asset Reconstruction Company for settlement of their dues.
  • 9 'The Company had entered into Settlement agreement(s) ('Agreements') with certain banks/assets reconstruction company ("the Lenders") during the years/period ended March 31, 2018 and March 31, 2019 wherein it had settled the outstanding borrowings by upfront payments and deferred instalments. As at March 31, 2023, the Company has delayed payments in respect of the certain deferred instalments amounting Rs. 5,178.00 lakhs which were due and payable pursuant to these Agreements. So far the lenders have not given any written notice on event of default as per the agreements and the management is in discussions with the Lenders to condone the aforementioned delays.

Further, certain Lenders have filed an application with Debt Recovery Tribunal and other judicial authorities for recovery of its dues as they existed prior to the settlement agreement entered with it in earlier period. However, basis the agreed terms /discussions, management believes that no additional liability shall devolve on the Company in addition to the carrying value of such liability as at Match 31, 2023. The Company is in the process of negotiations/ reconciliations of its outstanding obligations catried in these standalone financial results.

Pursuant to the above discussions with the lenders, management is confident that no material impact will devolve on the Company in respect of aforementioned delays.

Registered Office: O-116, First Floor, Shopping Mall, Arjun Marg, DLF City, Phase-1, Gurugram-122 002, Haryana (INDIA) Corporate Office: Ground Floor, Plot No. 58, Sector — 44, Gurugram — 122003, Haryana (INDIA) Tel.: +91-124-472-3383, Website : www.a2zgroup.co.in, Email : [email protected]

A2Z INFRA ENGINEERING LIMITED GAS CIN No.: L74999HR2002PLC0O34805 [lI

    1. The Company has incurred a net loss after tax of Rs. 9,154.14 lakhs for the petiod ended March 31, 2023 and has accumulated losses amounting Rs. 1,06,842.29 lakhs as at March 31, 2023. At present, company is facing acute liquidity issues on account of delayed realization of trade receivables from the clients. Also, one of the bank has earlier filed an application with the National Company Law Tribunal (NCLT) for recovery of its ducs amounting to Rs. 10,046.64 lakhs and interest theron and at present the said matteris held in abeyance as the company has entered into an one time settlement with the said bank on deferred payment basis. Further, three parties have also filed applications with the National Company Law Tribunal (NCLT) for recovery of their dues amounting to Rs. 763.53 lakhs. The said outstandings are disputed in nature, and Company is pursuing the same before the NCLT hence at present said matters are subjudice. Further, during the year ended March 31, 2020, because of delays in required extension of performance security, one of the customers has invoked the bank guarantee submitted by the Company amounting to Rs. 6,500.00 lakhs and converted into cash security as a fixed deposit and used it as security margin for providing a limit of Letter of Credit to facilitate timely payments to vendors for ensuring early completion of the project. The Company has also delayed in repayments duc to certain lenders as further detailed in note 8 and 9. Conditions explained above, indicate existence of uncertainties that may cast significant doubt on the Company's ability to continue as a going concern due to which the Company may not be able to realise its assets and discharge its liabilities in the normal course of business in future. However, the management is evaluating various options and has entered into one-time settlement agteements with various lenders (as described in note 9), including interest and other related terms and conditions apart from further negotiating the terms with the remaining lenders for settlement of its existing debt obligations. Further the management is in discussions with certain customers for an immediate recovery of the amount due from them and believes that the substantial portion of such trade receivables shall be realized within the upcoming year. Management believes that the Company will be able to settle its remaining debts in the due course and in view of the proposed settlement of debt obligations together with the expected increased realisation from the trade receivables, no adjustments ate required in the standalone financial result and accordingly, these have been prepared on a going concern basis.
    1. The Tanzania branch has a contract with Rural Energy Agency (REA) for supply and installation of medium and low voltage lines, distribution transformers and connections to un-electrified rural areas in Dodoma Region (Bahi, Kongwa and Chemba districts) on a Tutnkey basis for Lot 1 and supply and installation of medium and low voltage lines, distribution transformers and connections to unclectrified rural areas in Dodoma Region (Chamwino, Kondoa and Mpwapwa districts) on Turnkey basis for Lot 2. The Tanzania branch is expecting to complete the works by March 2024. The contract allows for a further period of 12 months after completion for handing over the project where after, the retention payment terms will be released once the completion certificate is issued and the contract will expire. This condition indicates that a matetial uncertainty exists, that may cast significant doubt on the "l'anzania branch's ability to continue as a going concern.
    1. The other expenses includes Rs. 1,250.00 lakhs on account of goods & service tax expenses for the year ending March 31, 2023.
    1. During the current year, certain receivables amounting to Rs. 10,031.79 lakhs has been written off and certain liabilities amounting to Rs, 12,184.54 lakhs have been written back.
    1. Previous period/ year figures have been re-grouped/reclassified wherever necessary to correspond with those of the current period/ year's classification.

Place: Gurugram Date: May 19, 2023

A2Z INFRA ENGINEERING LIMITED

CIN No.: L74999HR2002PLC0O34805

ANNEXURE |

Statement on Impact of Audit Qualifications (for audit report with modified/disclaimer opinion) submitted alongwith Annual Audited Financial Results - Standalone

Statement on Impact of Audit Qualifications for the Financial Year ended March 31, 2023 [See Regulation 33 / 52 of the SEBI (LODR) (Amendment) Regulations, 2016]

S. No. Particulars Audited Figures (as reportedbefore adjusting forqualifications) Audited Figures (as reportedafter adjusting forqualifications)
1. Turnover / Total income 10,027.19 10,027.19
2. Total Expenditure 11,227.14 11,227.14
3. Net (Loss) (9,154.14) (9,154.14)
4 Earnings Per Share (in Rs.) (5.20) (5.20)
5. Total Assets 75,638.39 75,538.39
6. Total Liabilities 73,881.77 73,881.77
7. Net Worth 1,656.62 1,656.62
8. Any other financial item(s){as felt appropriate by the NA NA

Note: The impact of the qualification given below in point lI(a)(1), Hi(a)(2) and ll(a)(3) is not ascertainable.

Audit Qualification (each audit qualification separately):

Details of Audit Qualification (Disclaimer of Opinion):

  1. As stated in note 10 to the accompanying Statement, the Company has incurred a net loss after tax of Rs. 9,154.14 lakhs during the year ended 31st March 2023, and as of that date, the Company's accumulated losses amount to Rs. 1,06,842.29 lakhs, which have resulted in substantial erosion of its net worth, and the current liabilities exceed current assets by Rs. 14,341.26 lakhs and is presently facing acute liquidity problems on account of delayed realization of trade receivables. Also, certain lenders have filed applications with the National Company Law Tribunal (NCLT), Debt Recovery Tribunal (DRT) and other courts for recovery of their dues as detailed in note 9 and 10. The Company has also delayed in repayment of borrowings and payment of statutory dues and dues payable to other lenders including delays with respect to dues payable under one-time settlement agreements, as further detailed in note 9. As confirmed by the management, the Company has been in discussions with the lenders regarding restructuring of these borrowings, the resolution for which is yet to be finalised. Further, the expected realisation of the amounts outstanding from certain customers, within the next 12 months, with whom the Company is in discussions is uncertain in the absence of any confirmations from such customers. Such events and conditions and the possible impact of the associated uncertainties on management's assumptions, and other matters as set forth in the note 10, cast significant doubt on the Company's ability to continue as a going concern. In the absence of sufficient appropriate audit evidence to support the management's assessment with respect to restructuring of borrowings and availabilty of funds, we are unable to comment on the ability of the Company to continue as a going concern. Further, as stated in Note 11 to the accompanying statement, indicates that a material uncertainty exists that may cast significant doubt on the Tanzania's branch ability to continue as going concern. Our audit report on the standalone financial results for the quarter and year ended 31st March 2022 dated 18th May 2022 and our review report for the quarter ended 31st Dec 2022 dated 14th February 2023 also included a disclaimer of opinion and disclaimer of conclusion, respectively, in respect of this matter.

2) As stated in note 8 and 9 to the accompanying Statement, the Company has borrowings from certain banks which have been classified as non-performing assets ('NPA borrowings') and those from certain other banks/ asset reconstruction company (together referred to as 'the Lenders'). The Company had entered into settlement agreements ('Settlement Agreements') with some of these Lenders for the aforesaid loans.

Registered Office: O-116, First Floor, Shopping Mall, AT Hera, DLF City, Phase-1, Gurugram-122 =F Corporate Office: Ground Floor, Plot No. 58, Sector - 44, Gurugram — 122003, Haryana (INDIA) Tel.: +91-124-472-3383, Website : www.a2zgroup.co.in, Email : [email protected]

As described in the said note, the Company has delayed the payments in respect of the instalments due tothese Lenders pursuant to the relevant loan agreements and Settlement Agreements. In respect of theaforementioned NPA borrowings and delayed payments under the Settlement Agreements, the Companyhas not recognised interest for the quarter and year ended 31st March 2023 aggregating to Rs. 822.41lakhs and Rs. 3,374.33 lakhs (accumulated interest as at 31st March 2023 being Rs. 4,276.44 lakhs),by the management on theagreements,payableunder the termsas estimatedbasis ofof the saidexpected re-negotiation with the Lenders.
absencePendingLendersconfirmations/reconciliationsappropriatefromandthetheof sufficientinevidence to substantiate management's assessment, we are unable to comment on the adjustments, if any,that may be required to the carrying values of the aforesaidborrowings and dues (including interest)payable to the Lenders in accordance with the terms of loan agreements and Settlement Agreement, andthe consequential impact of such adjustments on the accompanying Statement. Our Audit report on thestandalone financial results for the quarter and year ended 31st March 2022 dated 18th May 2022 and ourreview report for the quarter ended 31st Dec 2022 dated 14th February 2023 also included a disclaimer ofopinion and disclaimer of conclusion, respectively, in respect of this matter.
3) the Company'saccompanyingStatement,non-current investment (net ofAsstatednote3 to theincompanyWasteimpairmentamountingnamelyGreeneffect7,992.84associatelakhs)Rs.toitsinManagement Limited (formerly known as A2Z Green Waste Management Limited) ("GWML") and its othercurrent financial assets (net of impairment amounting to Rs. 2,826.46 lakhs) and its current financial assetsloan amounting to Rs. 84.67 lakhs which include amounts dues from such associate company as on 31stas stated in note 7 of the accompanying statement,March 2023.during the quarter and yearFurther,Companyended31st March 2023,investment of Rs.providedprovision for diminutionhasas onin9,058.00 lakhs on preference shares of Greeneffect Waste Management Limited. The consolidated networth of the aforesaid associate company as on that date has been fully eroded on account of lossesincurred. Further, the associate company is facing liquidity constraints due to which it may not be able tomeet theapprovedBasedbusinessuponprojectionsvaluationreportper theplans.theasanofGWMLawardedindependentdescribedfavourandvaluer,arbitrationotherfactorstheofininaforementioned note, management has considered such balances as fully recoverable. However,in theabsence of sufficient and appropriate audit evidence to support the management's assessment as above,we are unable to comment upon adjustments, if any, that may be required to the carrying value of theseaccompanyingconsequentialStatement.balances,impactOurandreportaudittheontheonthestandalone financial results for the quarter and year ended 31st March 2022 dated 18th May 2022 and ourreview report for the quarter ended 31st Dec 2022 dated 14th February 2023 also included a disclaimer ofopinion and disclaimer of conclusion, respectively, in respect of this matter.

. Type of Audit Qualification: Disclaimer of Opinion

. Frequency of qualification:

Disclaimer (ii)(a)(1), (2) and (3) were reported as disclaimer since our review report for the quarter/period ended 30 September 2021.

  • For Audit Qualification(s) where the impact is quantified by the auditor, Management's Views: Not quantified by the auditor
  • For Audit Qualification(s) where the impact is not quantified by the auditor:

Management's estimation on the impact of audit qualification:

¢

(if) If management is unable to estimate the impact, reasons for the same:

With respect to mentioned disclaimer 1

The Company has incurred a net loss after tax of Rs. 9,154.14 lakhs for the period ended March 31, 2023 and has accumulated losses amounting Rs. 1,06,842.29 lakhs as at March 31, 2023. At present, company is facing acute liquidity issues on account of delayed realization of trade receivables from the clients. Also, one of the bank has earlier filed an application with the National Company Law Tribunal (NCLT) for recovery of its dues amounting to Rs. 10,046.64 lakhs and interest theron and at present the said matteris held in abeyance as the company has entered into an one time settlement with the said bank on deferred payment basis. Further, three parties have also filed applications with the National Company Law Tribunal (NCLT) for recovery of their dues amounting to Rs. 763.53 lakhs. The said outstandings are disputed in nature, and Company is pursuing the same before the NCLT hence at present said matters are sub-judice. Further, during the year ended March 31, 2020, because of delays in required extension of performance security, one of the customers has invoked the bank guarantee submitted by the Company amounting to Rs. 6,500.00 lakhs and converted into cash security as a fixed deposit and used it as security margin for providing a limit of Letter of Credit to facilitate timely payments to vendors for ensuring early completion of the project. The Company has also delayed in repayments due to certain lenders as further detailed in note 8 and 9. Conditions explained above, indicate existence of uncertainties that may cast significant doubt on the Company's ability to continue as a going concern due to which the Company may not be able to realise its assets and discharge its liabilities in the normal course of business in future. However, the management is evaluating various options and has entered into one-time settlement agreements with various lenders (as described in note 9), including interest and other related terms and conditions apart from further negotiating the terms with the remaining lenders for settlement of its existing debt obligations. Further the management is in discussions with certain customers for an immediate recovery of the amount due from them and believes that the substantial portion of such trade receivables shall be realized within the upcoming year. Management believes that the Company will be able to settle its remaining debts in the due course and in view of the proposed settlement of debt obligations together with the expected increased realisation from the trade receivables, no adjustments are required in the standalone financial result and accordingly, these have been prepared on a going concern basis.

With respect to mentioned disclaimer 2

The loan accounts of the Company have been classified as Non- Performing Assets by certain banks and they have not charged interest on the said accounts and also the Company has not charged interest on borrowings from certain banks/ Asset Reconstruction Company which had entered into Settlement agreement(s), therefore provision for interest has not been made in the books of accounts and to that extent interest costs and loan liabilities have been understated. The extent of exact amount is under determination and reconciliation with the bank, however as per the details available, the amount of unaccrued interest, on approximate basis, on the said loans (other than the borrowings of few banks which are regular) amounts to Rs. 822.41 lakhs, Rs. 3,374.33 lakhs and Rs. 4,276.44 lakhs for the quarter ended March 31, 2023, year ended March 31, 2023 and as at March 31, 2023 respectively (Rs. 757.54 lakhs, Rs. 893.93 lakhs and Rs. 3,598.81 lakhs for the quarter ended December 31, 2022, March 31, 2022 and year ended March 31, 2022 respectively). The Company is already in discussion with the said banks and Asset Reconstruction Company for settlement of their dues.

The Company had entered into Settlement agreement(s) ('Agreements') with certain banks/assets reconstruction company ('the Lenders") during the years/period ended March 31, 2018 and March 31, 2019 wherein it had settled the outstanding borrowings by upfront payments and deferred instalments. As at March 31, 2023, the Company has delayed payments in respect of the certain deferred instalments amounting Rs. 5,178.00 lakhs which were due and payable pursuant to these Agreements. So far the lenders have not given any written notice on event of default as per the agreements and the management is in discussions with the Lenders to condone the aforementioned delays.

Further, certain Lenders have filed an application with Debt Recovery Tribunal and other judicial authorities for recovery of its dues as they existed prior to the settlement agreement entered with it in earlier period. However, basis the agreed terms/discussions, management believes that no additional liability shall devolve on the Company in addition to the carrying value of such liability as at March 31, 2023. The Company is in the process of negotiations/ reconciliations of its outstanding obligations carried in these standalone financial results.

Pursuant to the above discussions with the lenders, management is confident that no material impact will devolve on the Company in respect of aforementioned delays.

With respect to mentioned disclaimer 3

The Company, as at March 31, 2023, has non-current investments (net of impairment) amounting to Rs. 7,992.84 lakhs, other current financial assets (net of impairment) amounting to Rs. 2,826.46 lakhs and current financial assets-loan amounting to Rs. 84.67 lakhs in its associate company Greeneffect Waste Management Limited (formerly known as A2Z Green Waste Management Limited) ('GWML") which has holding in various SPVs under its fold (hereinafter Greeneffect Waste Management Limited together with its subsidiaries is referred to as Greeneffect Waste Management Group). During the current quarter, Company has provided provision of Rs. 8,058.00 lakhs on preference shares of Greeneffect Waste Management Limited. While Greeneffect Waste Management Group has incurred losses during its initial years and consolidated net-worth as at March 31, 2023 has been completely eroded. Based on internal assessment and valuation report from an independent valuer, the recoverable amount from the underlying investments/assets is higher than the net worth of Greeneffect Waste Management Group. There are assumptions and estimates used in such future projections such as discount rate, long term growth rate, arbitration claims etc. which management believes are appropriate. Therefore, the management believes that the realisable amount from the aforementioned associate company and its subsidiaries is higher than the carrying value of the non-current investments, other current financial assets and current financial assets-loans due to which these are considered as good and recoverable.

(iii) Auditors' Comments on (i) or (ii) above: Included in details of auditor's qualification (Disclaimer of Opinion) stated above.

A MRKS AND ASSOCIATES

Independent Auditor's Report on Consolidated Annual 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 A2Z Infra Engineering Limited

Disclaimer of Opinion

    1. We were engaged to audit the accompanying consolidated annual financial results ('the Statement') of A2Z Infra Engineering Limited ('the Holding Company') and its subsidiaries (the Holding Company and its subsidiaries together referred to as 'the Group') and its associates (refer Annexure 1 for the list of subsidiaries and associates included in the Statement) for the year ended 31 March 2023, being submitted by the Holding Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended), including relevant circulars issued by the SEBI from time to time.
    1. We do not express an opinion on the accompanying statement of the Group and its Associates, because of the significance of the matters described in the "Basis for Disclaimer Opinion" section of our report. We have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on the statement.

3. Basis for Disclaimer of Opinion

a) As stated in note 10 to the accompanying Statement, the Holding Company has incurred a net loss after tax of Rs. 9,154.14 lakhs during the year ended 31 March 2023, and as of that date, the Holding Company's accumulated losses amount to Rs. 1,06,842.29 lakhs, which have resulted in substantial erosion of its net worth, and the current liabilities exceed current assets by Rs. 14,341.26 lakhs, Also, certain lenders have filed applications with the National Company Law Tribunal (NCLT), Debt Recovery Tribunal (DRT) and other courts for recovery of their dues as detailed in note 9 and 10. The Holding Company has also delayed in repayment of borrowings and payment of statutory dues and dues payable to other lenders including delays with respect to dues payable under one-time settlement agreements, as further detailed in note 9. As confirmed by the management, the Holding Company has been in discussions with the lenders regarding restructuring of these borrowings, the resolution for which is yet to be finalised. Further, the expected realisation of the amounts outstanding from certain customers, within the next 12 months, with whom the Holding Company is in discussions, is uncertain in the absence of any confirmations from such customers. Such events and conditions and the possible impact of the associated uncertainties on management's assumptions, and other matters as set forth in the note 10, cast significant doubt on the Holding Company's ability to continue as a going concern. In the absence of sufficient appropriate audit evidence to support the management's assessment with respect to restructuring of borrowings and availability of funds, we are unable to comment on the ability of the Holding Company to continue as a going concern. Further, as stated in Note 11 to the accompanying statement, indicates that a material uncertainty exists that may cast significant doubt on the Tanzania's branch ability to continue as going concern.

Our audit report on the consolidated financial results for the quarter and year ended 31% March 2022 dated 18" May 2022 and our review report for the quarter ended 31% Dec 2022 dated 14% February 2023 also included a disclaimer of opinion and disclaimer of conclusion, respectively, in respect of this matter.

Branch Office: 912, Tower 2, Pearls Omaxe Tower, Netaji Subhash Place, Pitampura, Ne Tel: 491-11-47079095 ¢ E-mail: [email protected] ® Website: www.mrks.in

b) As stated in note 8 and 9 to the accompanying Statement, the Holding Company has borrowings from certain banks which have been classified as non-performing assets ('NPA borrowings') and those from certain other banks/ asset reconstruction company (together referred to as 'the Lenders'), The Holding Company had entered into settlement agreements ('Settlement Agreements') with some of these Lenders for the aforesaid loans. As described in the said note, the Holding Company has delayed the payments in respect of the instalments due to these Lenders pursuant to the relevant loan agreements and Settlement Agreements. In respect of the aforementioned NPA borrowings and delayed payments under the Settlement Agreements, the Holding Company has not recognised interest for the quarter and year ended 31 March 2023 aggregating to Rs. 822.41 lakhs and Rs. 3,374.33 lakhs (accumulated interest as at 31 March 2023 being Rs. 4,276.44 lakhs), payable under the terms of the said agreements, as estimated by the management on the basis of expected re-negotiation with the Lenders.

Pending confirmations/reconciliations from the Lenders and in the absence of sufficient appropriate evidence to substantiate management's assessment, we are unable to comment on the adjustments, if any, that may be required to the carrying values of the aforesaid borrowings and dues (including interest) payable to the Lenders in accordance with the terms of loan agreements and Settlement Agreement, and the consequential impact of such adjustments on the accompanying Statement.

Our audit report on the consolidated financial results for the quarter and year ended 31° March 2022 dated 18" May 2022 and our review report for the quarter ended 31" December 2022 dated 14% February 2023 also included a disclaimer of opinion and disclaimer of conclusion, respectively, in respect of this matter.

c¢) As stated in note 3 to the accompanying Statement, the Holding Company's non-current investment (net of impairment amounting to Rs. 7,992.84 lakhs) in its associate company namely Greeneffect Waste Management Limited (formerly known as A2Z Green Waste Management Limited) ("GWML") and its other current financial assets (net of impairment amounting to Rs. 2,826.46 lakhs) and its current financial assets-loan amounting to Rs. 84.67 lakhs which include amounts dues from such associate company as on 31 March 2023. Further, as stated in note 7 of the accompanying statement, during the quarter and year ended as on 31% March 2023, Holding company has provided provision for diminution in investment of Rs. 9,058.00 lakhs on preference shares of Greeneffect Waste Management Limited. The consolidated net worth of the aforesaid associate company as on that date has been fully eroded on account of losses incurred. Further, the associate company is facing liquidity constraints due to which it may not be able to meet the projections as per the approved business plans. Based upon the valuation report of an independent valuer, arbitration awarded in favour of GWML and other factors described in the aforementioned note, management has considered such balances as fully recoverable. However, in the absence of sufficient and appropriate audit evidence to support the management's assessment as above, we are unable to comment upon adjustments, if any, that may be required to the carrying value of these balances, and the consequential impact on the accompanying Statement.

Our audit report on the consolidated financial results for the quarter and year ended 31% March 2022 dated 18" May 2022 and our review report for the quarter ended 31* Dec 2022 dated 14% February 2023 also included a disclaimer of opinion and disclaimer of conclusion, respectively, in respect of this matter.

Branch Office: 912, Tower 2, Pearls Omaxe Tower, Netaji Subhash Place, Pitampura, New D) | Regd Office: 216, Tower-2, DLF Corporate Greens, Sector-74A, Gurugram, 122002: Tel: +91-11-47079095 « E-mail: [email protected] ® Website: www.mrks.in A

Emphasis of Matters

  1. We draw attention to:
  • i. Note 2(a) to the accompanying Statement, which describes the uncertainties relating to the outcome of the various pending litigations in respect of three cogeneration power plants of the Holding Company located at Punjab, for which the Holding Company has filled petitions and appeals at various forums. The final outcome of these matters is presently unascertainable. Further, the management has recorded impairment of Rs. 35,665.04 lakhs in the present value of the power plant as at 31st March 2023.
  • ii. Note 2(b) to the accompanying Statement, which describes the uncertainty relating to the outcome of litigation pertaining to income-tax matters pursuant to orders received by the Holding Company against which management and the assessing authorities have filed appeals with relevant Income-tax Authorities. The final outcome of these matters is presently unascertainable.
  • iii. Note 2(c) to the accompanying Statement, which describes the uncertainty relating to utilisation/recovery of input tax credit and levy of interest on service tax. Based on the terms of the contract with the customers/vendors and independent legal opinion, management believes that these amounts are recoverable from the customer including interest thereon and that the Holding Company will be able to avail the input tax credit for aforementioned matter,

Responsibilities of the Management and Those Charged with Governance for the Statement

    1. This Statement has been prepared on the basis of the consolidated annual audited financial results and has been approved by the Holding Company's Board of Directors. The Holding Company's Board of Directors are responsible for the preparation and presentation of the Statement that gives a true and fair view of the net profit/loss and other comprehensive income and other financial information of the Group including its associates in accordance with the accounting principles generally accepted in India, including IND AS prescribed under Section 133 of the Companies Act, 2013 ('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 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 Statement that gives a true and fair view and are free from material misstatement, whether due to fraud or error. These financial results have been used for the purpose of preparation of the statement by the Directors of the Holding Company, as aforesaid.
    1. In preparing the Statement, the respective Board of Directors of the companies included in the group and its associates, are responsible for assessing the ability of the group and of its associates, 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

Branch Office: 912, Tower 2, Pearls Omaxe Tower, Netaji Subhash Place, Pitampura, New De Regd Office: 216, Tower-2, DLF Corporate Greens, Sector-74A, Gurugram, 122002 = Tel: +91-11-47079095 o E-mail: [email protected] « Website: www.mrks.in pie

Directors either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

  1. The respective Board of Directors of the companies included in the group and of its associates, are responsible for overseeing the Company's financial reporting process of the companies in the group and of its associates.

Auditor's Responsibilities for the Audit of the Statement

  1. Our responsibility is to conduct an audit of the Statement in accordance with the Standards on Auditing, specified under section 143(10) of the Act, and to issue an auditor's report. However, because of the matters described in the Basis for Disclaimer of Opinion section of our report, we are not able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these consolidated financial results. 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 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.

Other Matters

  1. We did not audit the annual financial statements of Thirteen subsidiaries (as specified in Annexure 1) included in the Statement and three branches included in the standalone audited financial results of the Holding company, whose financial information reflects total assets of Rs. 38,721.77 lakhs, total revenues of Rs. 26,083.01 lakhs, total net profit after tax of Rs. 3,899.05 lakhs, total comprehensive income of Rs. 3,795.68 lakhs and cash flows (net) of Rs. {153.25) lakhs for the year ended on that date, as considered in the Statement. The Statement also includes the Group's share of net profit after tax of Rs. 396.16 lakhs and total comprehensive income of Rs. 396.16 lakhs for the year ended 31% March 2023, as considered in the Statement, in respect of 18 associates (as specified in Annexure-1), whose annual financial statements have not been audited by us. These annual financial statements have been reviewed by other auditors and branch auditors except one branch whose audit reports have been furnished to us by the management. This report, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries, branches and associates is based solely on the audit reports of such other auditors and branch auditors and the procedures performed by us.

Further, all such branches referred above are located outside India, whose annual financial statements have been prepared in accordance with accounting principles generally accepted in their respective countries and which have been audited by their respective branch auditors under the generally accepted review standards, as specified in Annexure 2 to the Statement. The Holding Company's management has converted the financial information of such branches from accounting principles generally accepted in their respective countries to accounting principles generally accepted in India. We have audited these conversion adjustments made by the Holding Company's management. This report, in so far as it relates to the balances and affairs of these branches, is based solely on the review report of such branch auditors and the conversion adjustments prepared by the management of the Holding Company and audited by us.

Branch Office: 912, Tower 2, Pearls Omaxe Tower, Netaji Subhash Place, Pitampura, New Delfi:1101 Fs Regd Office: 216, Tower-2, DLF Corporate Greens, Sector-74A, Gurugram, 122002 d Metz Tel: 491-11-47079095 ¢ E-mail: [email protected] * Website: www.mrks.in

(@AN MRKS AND ASSOCIATES

    1. The statement includes the consolidated financial results for the quarter ended 31° March 2023, being the balancing figures between the audited consolidated figures in respect of the full financial year and the published unaudited year-to-date consolidated figures up to the third quarter of the current financial year, which were subject to limited review by us.

For MRKS AND ASSOCIATES Chartered Accountants (ICAI Registration No. 023711N)

'Saurabh Kuchhal Partner Membership No. 512362 Date: 19.05.2023

Place: Gurgaon

UDIN: 23512362BGWDLL1027

Annexure 1

List of entities included in the Statement

S. No. Name Relation
1. A27 Infraservices Limited Subsidiary
ooA2Z Powercom Limited Subsidiary
3. Rishikesh Waste Management Limited (formerly known asA2Z Powertech Limited) Subsidiary
B Mansi Bijlee & Rice Mills Limited Subsidiary
5. Magic Genie Services Limited Subsidiary
6. MaintenanceEngineeringA2ZLimitedServices&Satya Builders (Association of person) and Subsidiary
7. A2Z Infraservices Lanka Private Limited Subsidiary
8. Ecogreen Envirotech Solutions Limited Subsidiary
9. Blackrock Waste Processing Private Limited Subsidiary with effect from3" Nov 2021
10. A2Z Waste Management (Aligarh) Limited Subsidiary
11. A2Z Waste Management (Ludhiana) Limited Subsidiary
12, Magic Genie Smartech Solutions Limited Subsidiary
13. Vswach Environment (Aligarh) Private Limited Subsidiary with effect from9" Dec 2022
14. Vsapients Techno Services Private Limited Subsidiary with effect from21% Feb 2023
15. Greeneffect Waste Management Limited (formerly known Associateas A2Z Green Waste Management Limited)
16. A2Z Waste Management (Nainital) Private Limited Associate
17. A2Z Waste Management (Moradabad) Limited Associate
18. A2Z Waste Management (Meerut) Limited Associate
19. A2Z Waste Management (Varanasi) Limited Associate
20. A2Z Waste Management (Jaunpur) Limited Associate
21. A2Z Waste Management (Badaun) Limited Associate
22. A2Z Waste Management (Sambhal) Limited Associate
23. A2Z Waste Management (Mirzapur) Limited Associate
24. A2Z Waste Management (Balia) Limited Associate
25. A2Z Waste Management (Fatehpur) Limited Associate
26. A2Z Waste Management (Ranchi) Limited Associate
27. A2Z waste Management (Dhanbad) Private Limited Associate
28. Shree Balaji Pottery Private LimitedR Associate
29. Shree Hari Om Utensils Private Limited Associate
30. A2Z Waste Management (Jaipur) Limited Associate
31. A2Z Waste Management (Ahmedabad) Limited Associate
32. Earth Environment Management Services Private Limited Associate

Branch Office: 912, Tower 2, Pearls Omaxe Tower, Netaji Subhash Place, Pitampur. Regd Office: 216, Tower-2, DLF Corporate Greens, Sector-74A, Gurugram, 122002 Tel: +91-11-47079095 ¢ E-mail: [email protected] ® Website: www.mrks.in

@A MRKS AND ASSOCIATES

Annexure 2

S.No. Name CountryOperations Certified of Audited/Management Name of auditing standard
1. A2ZEngineering TanzaniaInfraLimited(TanzaniaBranch) Audited StandardsInternationalAuditing
2. Engineering NepalA2ZInfraLimited (Nepal Branch) Management Certified Nepal Standards Auditing
3. Engineering UgandaA2ZInfraLimited {Uganda Branch) Audited StandardsInternationalAuditing

A2Z INFRA ENGINEERING LIMITED

CIN No.: L74999HR2002PLC034805

A2Z INFRA ENGINEERING LIMITED

Statement of Audited Consolidated Financial Results for the quarter and year ended March 31, 2023

Quarter ended {Amount in Rs. Lakhs)Year ended
8.No. Particulars March 31,2023 P25mDer 3 Maren 31,2022 March 31, 2023 March 31, 2022
(Refer Note 1) (Unaudited) (Refer Note 1) (Audited) (Audited)
1 Income
Revenue from operations 9,070.97 8,354.82 9,883.70 34,944.16 35,332.50
Other income 252.25 63.71 288.44 3,261.41 1,760.65
Total income 9,323.22 8,418.53 10,172.14] 38,205.57 37,093.15
2 Expenses
Cost of material consumed 2,657.49 3,382.53 6,166.99 13,386.48 18,850.84
Changes in inventories of Finished poods, Stock -in- tradeand Work- in- progress 84.03 467.21 (5.88) 261.86
Employee benefit expenses 4,254.78 4,006.88 2,726.97 15,522.37 11,311.73
Finance costs 302.74 274.80 389.03 1,329.49 2,787.13
Depreciation and amortization expenses 233.22 198.71 215.24 883.24 904.45
Other expenses 317.66 792.62 1,168.62] 5,899.81 19,761.07
'I'otal expenses 7,849.92 8,655.54 11,134.06 37,015.51 53,877.08
3 Profit/(Loss) before exceptional items, share of neiprofit/(loss) of investments accounted for using equitymethod and tax 1,473.30 (237.01) (961.92) 1,190.06 (16,783.93)
Share of net profit/(loss) of investments accounted [or usingEquity method 1,264.11 (216.93) (320.81) 396.16 (1,412.59)
4 Profit/ (Loss) before exceptional items and tax 2,737.41 (453.94) (1,291.73) 1,586.22 (18,196.52)
Exceptional items (Joss) / gain (Refer note 5) (5,587.78) (6,616.35) (329.96) (12,204.13) 527.06
5 (Loss)/ Profit before tax (2,850.37) (7,070.29) (1,621.69) (10,617.91) (17,669.46)
Current tax (82.45) 67.85 (173.79) 61.40 314.40
Deferred tax charge/(credit) 3,600.28 (1,702.78) 73.08 1,926.17 (3.43)
6 Loss for the period/year (6,268.20) (5,435.36) (1,521.88) (12,605.48) (17,980.43)
Other comprehensive income
Tterns that will not be reclassified to profit and loss 96.16 95.33 96.16 113.29
a Total Other Comprehensive income for the period/year(net of tax) 96.16 95.33 96.16 113.29
8 Total Comprehensive income for the period/year (6,272.0) (5,435.36) (1,426.55) (12,509.32) (17,867.14)
9 (Loss) / Profit for the period /year attributable to:
Equity holders of the Company (6,356.76) (5,114.41) (1,428.58), (12,292.03) (17,991.00)
Non-contrelling interests (11.44) (320.95) (93.50) (313.45) 10.57
10 Other comprehensive income is attributable to:
Equity holders of the Company 75.59 82.61 75.59 100.57
Non-controlling interests 20.57 12.72) 20.57
11 Total comprehensive income is attributable to: 12.72
Equity holders of the Company (6,281.17) (5,114.41) (1,345.97) (12,216.44) (17,800.43)
Non-controlling interests 9.13 (320.95)
12 Paid-up equity share capital (Face value of the share -Rs 10/- each) 17,611.99 17,611.99 (80.58)17,611.99) (202.88)17,611.99 23.2917,611.99
13 Other equity (13,806.98) (1,697.91)
14 Loss per equity share:
(a) Basic (in INR) (3.61) (2.90) (0.82) (6.98) (10.22)
(b) Diluted (in INR) (3.61) (2.90)
(0.82) (6.98) (10.22)

Registered Office: O-116, First Floor, Shopping Mall, Arjun Marg, DLF City, Phase-1, Gurugram-122 002, Haryana (INDIA) Corporate Office: Ground Floor, Plot No. 58, Sector ~ 44, Gurugram — 122003, Haryana (INDIA) Tel.: +91-124-472-3383, Website : www.a2zgroup.co.in, Email : [email protected]

A2Z INFRA ENGINEERING LIMIT CIN No.: L74999HR2002PLC0O34805 lil

Notes:

  1. The above consolidated financial results for the quarter and year ended on March 31, 2023 have been reviewed by the Audit Committee and subsequently approved by the Holding company's Board of Directors at their Board Meeting duly held on May 19, 2023 in ters of Provisions of Regulation 33 of SEBI (Listing Obligations und Disclosure Requirements) Regulations, 2015. The consolidated (inancial results have been prepared to comply in all material respects with the Tndian Accounting Standards (Ind AS) as presenbed under Section 133 of the Companies Act, 2013 (the Act) read with Companies (Indian Accounting Standards) Rules 2015, as amended from time to time, and other accounting principles generally accepted in India. 'Lhe smrutory auditor have issued a disclaimer of conclusion in respect of the matters described in note 3, 8, 9, 10 and 11 in consolidated financial results for the quarter and year ended March 31, 2023,

The figures in the consolidated financial results tor the quarter ended March 31, 2023 and March 31, 2022 are the balancing figures between audited figures in respect of the full financial year ended March 31, 2023 and March 31, 2022 respectively and the unaudited published year to date figures upto December 31, 2022 and December 31, 2021 tespectively, being the end of the third quarter of the financial year which were subject to 2 hated review.

Basic and Diluted Famings Per Share is nor ananalized for the quarters ended March 31, 2023, December 31, 2022 and March 31, 2022.

    1. The auditors in their audit ceport bave drawn attention to the following matters:
  • a. In respect of the on-going arhitrauon proceedings with the sugar mills for cermin disputes in respect of cogeneration power plants, the Holding Company had filed petition under section 11 of the Arbitration and Conciliation Act, 1996 in the High Court of Punjab and Haryana for appointment of an independent Arbitrator, which is stll pending in the High Court, though the High Court was of the prima-facie view that "there appears to be force in the submissions and the issue requires scrutiny"

Further during the year ended March 31, 2021, the Holding Company had also challenged the mandate of the arbitator under section 34 of the Arbitration and Conciliation Act, 1996 at District & Sessions Court, Chandigarh and thereafter, the Additional Registrar had passed the arbitral awards in all the three arbitration proceedings against the Holding Company. The arbitral awards consists of claims in the nature of various amounts such as guarantee retum, repair and maintenance of boiler, electricity purchased for operating plant etc amounting to Rs. 7,234.73 lakhs and interest thereon. The Holding Company has challenged aforementioned arbitral awards under section 34 of the Arbitration and Conciliation Act, 1996 which is pending at District & Sessions Court, Chandigarh. Furthermore, sugar mills have restricted the company personnel to enter the power plant premises and company has filed police complaint against the same.

Considering the facts explained above, management has decided to fully impair three cogeneration power plants in its books of accounts set up with respective sugar mills on Build, Owy, Operate and Transfer (BOOT) basis.

Hence, the management has recorded an impaicment of Rs. 35,665.04 lakhs mn the present value of the power plant as at March 31, 2023.

Out of the aforementioned impaiement as at March 31, 2023 Rs. 26,788.49 lakhs pertain to, two power plants, which were yet to be capitalised and Rs. 8,876.56 lakhs are for power plant which has already been capitalised.

b. The Income tax authorities conducted a search and survey at certain premises of the Holding Company under scction 132 and 133 of the Income Tax Act, 1961 in April 2012. During the year ended March 31, 2015, the Holding Company received the assessment orders for the assessment years 2009-10 to 2013-14 from the Deputy Commissioner of Income Tax (DCIT) demanding additional tax liability of Rs. 1,992.17 lakhs. Dunng the year ended March 31, 2015 the Holding Company had filed appeals with Commissioner of Income Tax (CIT) (Appeals) challenging these orders against which the said authority had granted partial relief to the Holding Company. The Holding Company has further filed appeals with Income Tax Appellate Trbunal (ITAT) challenging the orders for these assessment years in respect of the matters, where the CIT(A) has not accepted the Holding Company's contention, Additionally, the DCIT has also filed appeals with the ITAT against the matters where the relief has been given to the Holding Company.

Further, during the year ended March 31, 2018, the Holding Company had received penalty orders for the Assessment year 2009-10 to 2013-14 from DCIT and for the Assessment year 2008-09 from CIT demanding additional tax liability of Rs. 1,277.64 lakhs against which the CIT (Appeals) had not granted relief to the Holding Company.

Dunng the year ended March 31, 2019, the Holding Company has received orders from CIT (Appeals) quashing the penalty orders appregating Rs, 477.71 lakhs out of the aforementioned and upholding the rest. The Holding Company has filed appeals with the ITAT challenging the penalty orders for these assessment years in respect of the matters where the CIT(A) has not accepted the Holding Company's contention.

Bused on their assessment and upon consideration of advice from the independent legal counsel, the management believes that the Ilolding Company has reasonable chances of succeeding before the ITAT and does not foresee any material liability. Pending the final decision on the matter, no further adjustment has been made in the consolidated financial results,

Registered Office: O-116, First Floor, Shopping Mall, Arjun Marg, DLF City, Phase-1, Gurugram-122 002, Haryana (INDIA) Corporate Office: Ground Floor, Plot No. 58, Sector — 44, Gurugram — 122003, Haryana (INDIA) Tel.: +91-124-472-3383, Website : www.a2zgroup.co.in, Email : [email protected]

A2Z INFRA ENGINEERING LIMITE

CIN No.: L74999HR2002PLC034805 lil

  • (hs During the financial year ended March 31, 2017, the Holding Company based on the legal advice filed an application for advance ruling with the Advance Ruling Authorities ("the Authonty') regarding applicabilily of service lax in respect of one of the projects undertaken by them. During the year ended March 31, 2018, the Holding Company received response Lo its application wherein the Authority opined that entire project is covered within the ambit of the service tax. Accordingly, the Holding Company has recognized the service (ax liability and based on the contractual terms which stipulates thal any (axes shall be bome by the customer, has also recognized amount recoverable from customer of an equivalent amount. Further, the management believes thal the interest, if any, on the delayed deposit of the aforementioned service tax liability is currently unascerminable and shall be reimbursed by the customer. The Holding Company has made submissions with the customer in this regard. Additionally, based on the independent legal advice, the Holding Company believes that the input tax credit in respect of the aforementioned project shall be adjustable against the liability considering the entire project has now been clarified to be covered under the service tax ambit. Accordingly, no further adjustments to the books of account are considered necessary.
    1. The Holding Company, as at March 31, 2023, has non-current investments (net of impairment) amounting to Rs. 7,992.84 lakhs, other current financial assets (net of impairment) amounting to Rs. 2,826.46 lakhs and current financial assets-loan amounting to Rs. 84.67 lakhs in its associate company Greeneffeet Waste Management Limited (formerly known as A227 Green Waste Management Limited) ('GWML?) which has holding in various SPVs under its fald (hereinafter Greeneftecr Waste Management Limited together with its subsidiaries is referred to as Greeneffect Waste Management Group). During the current quarter, Holding Company has provided provision of Rs. 9,058.00 lakhs on preference shares of Greeneffect Waste Management Limited. While Greeneffect Waste Management Group has incurred losses during its initial years and consolidated net-worth as at March 31, 2023 has been completely eroded. Based on intemal assessment and valuation report from an independent valuer, the recoverable amount from the underlying investments/assets is higher than the net worth of Greeneffect Waste Management Group. There are assumptions and estimates used in such future projections such as discount rate, long term growth rate, arbitration claims etc. which management believes are approprate. Therefore, the management believes that the realisable amount from the aforementioned associate company and its subsidiaries is higher than the carrying value of the non-current investments, other current financial assets and current financial assets-loans due to which these are considered as good and recoverable.
    1. The Group has reported segment information as per Indian Accounting Standard 108 'Operating Segments' (Ind AS 108). The Group is operating into following segments ~ (1) Engineering Service (ES), (it) Facility Management Services ('FMS'), (iti) Municipal Solid Waste (MSW) (iv) Power generation projects (*PGP?) and (v) Others which primarily includes "trading, of goods and operation and maintenance services elc.
(Amount in Rs. Lalshs)
Quarter ended Year ended
Particulars March 31,2023 comet 35 March 31, 2022 March 31, 2023 March 31, 2022
(Refer Note 1) (Unaudited) (Refer Note 1) (Audited) (Audited)
1. Segment revenue
(a) Segment — ES 1,480.12 1,489.17 3,832.51 6,940.80] 13,531.44
(b) Segment — FMS 5,439.49 2,373.95 3,868.16 17,862.76 15,036.51
(c) Segment — MSW 1,786.75 2,197.74 2023.51 8,220.26 9,724.10
(d) Segment — PGP -
(e) Segment — Others - (441.27) 17.85 89.63
Total 8,706.36 6,060.86 10,182.91 33,041.67 38,381.68
Less: Inter segment revenue (364.61) (2,293.96) 200.21 (1,902.49) 3,049.18
Revenue from operations 9,070.97 8,354.82 9,883.70 34,944.16 35,332.50
2. Segment results [Profit / (Loss) before tax and interest fromeach segment]
(2) Segment — ES (5.80) (168.16) 442,06 (279.51) (15,524.79)
{b) Segment — FMS 2,010.99 191.56 (322.63) 2,961.35 234.00
Segment— MSW(c) (195.11) 71.46 85.60 36.11 610.01
(d) Segment — PGP (66.93) (69.11) (67.87) (270.73) (268.01)
(e) Segment — Others (0.11) (561.40) 17.37 66.90
Total 1,743.04 25.75 (424.24) 2,464.59 (14,881.89)
Less: Inter segment results (208.33) (438.61)
Net segment results 1,743.04 25.75 (215.91) 2,464.59) (14,443.28)
Add: Interest income 33.00 12.04 (356.98) 54.96 446.48,
Less:
(i) Interest expense 251.59 256.77 366.88 1,195.55 2,616.93
(it Other unallocable expenditure net of unallocable income (1,212.96) 234.96 351.96 {262.22) 1,582.79
Profit/ (Loss) before exceptional item and tax 2,737.41 (453.94) (1,291.73) 1,586.22 (18,196.52)

Audited group segment wise revenue, results, assets and liabilities for the quarter and year ended March 31, 2023

Registered Office: O-116, First Floor, Shopping Mall, Arjun Marg=DIF City Phase-1, Gurugram- 192682 -Hamana (INDIA) Corporate Office: Ground Floor, Plot No. 58, Sector — 44, Gurugram ~ 122003, Haryana (INDIA) Tel.: +91-124-472-3383, Website : www.a2zgroup.co.in, Email : [email protected]

Z INFRA ENGINEERING LIMITED CIN No.: L74999HR2002PLC034805 ll

Audited group segment wise revenue, results, assets and liabilities for the quarter and Year ended March 31, 2023 (Cont'd)

Quarter endedYear endedDecember 31,March 31, 2023March 31, 2022 March 31, 2023 [ March 31, 2022Particulars2022q(Refer Note 1)(Unaudited)(Refer Note 1)(Audited)(Audited)Exceptional (loss)/ gain(a) Segment — ES9,598.99(23,991.77)(21,344.71)(2,500.24)7,098.75](b) Segment — FMS6,891.55)(6,891.55)(c) Segment — PGP6,128.76)(6.128,76)i(d) Unallocable items23,661.8121,871.77(9,058.01)2,775.44(6,282.57)Loss after exceptional item and before tax(2,850.37)(7,070.29)(1,621.69)(10,617.91)(17,669.46)Less : Tax expenses(i) Current tax61.40(82.45)67.85(173.79)(ii) Deferred tax3,600.281,926.17(1,702.78)73.98Loss for the period / year(6,368.20)(5,435.36)(12,605.48)(1,521.88)3. Segment assets(a) Segment — ES56,055.5577,811.4856,035.55,62,496.06]10,274.88(b) Segment — FMS13,677.0913,532.9610,274.88(c) Segment — MSW15,273.1116,675.3416,014.4915,273.11(d) Segment — PGP994.207,202.247,506.81904.20(¢) Segment — Others5,505.154,064.924,709 265,505.15){f) Unallocated10,970.1919,636.1210,970.1923,700.8199,073.08Total Assets99,073.081,42,721.471,24,396.114. Segment liabilitics(a) Segment — ES36,708.1651,382.4661,117.2636,708.16(b) Segment — FMS13,686.169,452.369,452.3612,931.82]MSW(©) Segment.12,024.6013,213.4312,024.6012,858.72]{d) Segment— PGP13791132.84138.19137.91(¢) Segment — Others7,800.747,013.368,139.247,800.74{f) Unallocated32,260.9830,076.0030,076.0029,835.16Total Liabilities96,199.771,15,263.411,27,446.2196,199.77 (Amount in Rs. Lakhs)
314.40
(3.43)
(17,980.43)
77,811.48
13,552.96
16,014.49
7,596.81
4,064.92
23,700.81
1,42,721.47
61,117.26
12,931.82
12,858.72)
138.19
8,139.24
32,260.98
1,27,446.21

(This ace has been intentionally left blank)

Registered Office: O-116, First Floor, Shopping Mall, Arjun Marg, DLF City, Phase-1, Gurugram-122 002, Haryana (INDIA) Corporate Office: Ground Floor, Plot No. 58, Sector — 44, Gurugram — 122003, Haryana (INDIA) Tel.: +91-124-472-3383, Website : www.a2zgroup.co.in, Email : [email protected]

A2Z INFRA ENGINEERING LIMITED CIN No.: L74999HR2002PLC034805 If

i GROUP ww POE Ring the natin

5) Consolidated Statement of Assets and Liablities

(Amount in Rs. Lakhs)
As at
Particulars March 31, 2023 March 31, 2022
(Audited) (Audited)
Assets
Non-current assets
Property, plant and equipment 3,673.04 6,188.15
Right to use asset 33.58 916.29
Capital work-in-progress 5,475.97 9,311.49
Goodwill 3,563.65 3,563.65
Other Inungible assets 3.79 5.67
Intangible assets under development 1194
Investments accounted {or using the equity method 6,978.24 15,635.94
Financial assets:
Other financial assets 1,460.53 1,500.48
Deferred tax assets (net) 1,087.23 3,018.74
Non-cucrent tax assets (net) 5,751.27 5,614.21
Other non-curreat assets 497.54 551.27
Total 28,524.84 46,347.83
Current assets
Inventories 462.00 450.38
Financial assets
Trade receivables 32,491.42 51,156.13
Cash and cash equivalents 1,064.09 911.69
Other bank balances 141,98 137.71
Loans 1,546.35 8,430.84
Other financial assets 27,110.31 27,869.21
Other current assets 7,732.09 7,417.68
Total 70,548.24 96,373.64
Total Assets 99,073.08 1,42,721.47
Equity and liabilities
Equity
Equity share capital 17,611.99 17,611.99
Other equity
Equity attributable to equity holders of the company (13,806.98)3,805.01 (1,697.91)15,914.08
Non-controlling interest (931.70) (638.82)
Total equity 2,873.31 15,275.26
)

Registered Office: O-116, First Floor, Shopping Mall, Arjun Marg, DLF City, Phase-1, Gurugram-122 002, Haryana (INDIA) Corporate Office: Ground Floor, Plot No. 58, Sector — 44, Gurugram — 122003, Haryana (INDIA) Tel.: +91-124-472-3383, Website : www.a2zgroup.co.in, Email : [email protected]

A2Z INFRA ENGINEERING LIMITED # CIN No.: L74999HR2002PLC034805 lil

Consolidated Statement of Assets and Liablities (Cont'd) (Amount in Rs. Lakhs)
As at
Particulars March 31, 2023 March 31, 2022
(Audited) (Audited)
Liabililies
Non-current liabilities
Financial liabilities
Bowrowings 398.48 580.87
Lease liability 19.63 827.00
Provisions 3,632.47 1,414.55
Deferred tax liabilities (net) 0.14
Other non-current liabilities 2,852.60 3,031.18
Total 6,903.18 8,854.94
Current liabilitics
Financial liabilities
Borrowings 30,910.93 37,929.19
Lease liability 14.48 61.21
Trade payable
- Toul outstanding dues of micro enterprises and small enterprises 16.30 30.22
- Toml outstanding dues of creditors other than micro enterprises and small enterprises 36,171.19 52,839.32
Other financial liabilites 8,612.19 7,484.75
Other current liabilities 13,513.55 20,104.28
Provisions 45.81 98.69
Current tax liabilities (net) 12.11 4361
Total 89,296.59 1,18,591.27
Total Liabilities 96,199.77 1,27,446.21
Total Equity and Liabilities 99,073,08 142,721.47

6) Group Cash Flow Statement for the year ended March 31, 2023

(Amount in Rs, Lakhs)
As at
Particulars March 31, 2023 March 31, 2022
(Audited) (Audited)
Cash flows from operating activities:
Net loss before tax (after exceptional items) (10,617.91) (17,669.46)
Adjustments:
Exceptional items 12,204.13 (527.06)
Share of associates (396.16) 1,412.59
Depreciation and amortisation expense 883.24 904.45
(Gain)/ loss on disposal of property, plant and equipment (net) 4.74 942.15
Interest expense 1,195.55 2,616.93
Interest income (61.15) (1,027.49)
Provision of contract revenue in excess of billing 1,328.78 162.64
Gain on modification of lease contract (61.68) (137)
Provision for bad and doubtful debts / advances 1,013.16 15,088.44
Provision for warranty 273.49 866.66
Advances written off 41.94 153.66
Liability / provision written back (2,914.73) (555.27)
Actuarial Joss on gratuity 101.36 144.09
Recogninon of share based payment at fair value 107.37 25.46
Subsidy amortised (48.07) (48.07)
Rental income (28.72) (29.05)
Operating profit before working capital changes 3,025.34 2,459.30

Registered Office: O-116, First Floor, Shopping Mall, Arjun Marg, DLF City, Phase-1, Gurugram-122 002, Haryana (INDIA) Corporate Office: Ground Floor, Plol No. 58, Sector — 44, Gurugram — 122003, Haryana (INDIA) Tel.: +91-124-472-3383, Website : www.a2zgroup.co.in, Email : [email protected]

A2Z | RA ENGINEERING LIMITED

CIN No.: L74999HR2002PLC034805

Group Cash Flow Statement for the year ended March 31, 2023 (Cont'd)

(Amount in Rs. Lakhs)
As at
Particulars March 31, 2023 March 31, 2022
(Audited) (Audited)
Net changes in working capital
Changes in inventories (11.62) 257.37
Change in trade receivables
Changes in loans 16,363.75(3,265.71) 16,656.7834177
Changes in other financial assets
Changes in other assets (2,680.52)(464.20) (5,68297)1,573.02
Change in trade payables (6,134.59) (7,044.44)
Changes in provisions
Change in other (nancial liabilities (1,160.07) 977.51
Change in other liabilives 537.99(3,946.84) (146.75)(5,486.05)
Net changes in working capital:
(761.81) 1,446.24
Cash flow from operations 2,263.53 3,905.54
Current taxes (paid) /refund (229.96) 91.92)
Net cash flow from operating activities (A) 2,033.57 3,813.62
Cash flows from investing activities:
Payment for property, plant and equipment (652.82) (167.27)
Payment for intangible assets (2.50)
Proceeds from sale of property, plant and equipment 122.18 1,640.07
Proceeds from sale of subsidiary 600.00
Fixed deposits matured- (net) (239.86) 175.60
Interest received 3,519.36 213.82
Renml income 28.72 29.05
Net cash (used in)/ flow from investing activitics (B) 2,775.08 2,491.27
Cash flows from financing activities:
Principal payment of lease liabililies (60.73) (31.62)
Interest payment of lease liabilities (87.58) (18.19)
Repayments of long term borrowings (net) (1,387.90) (3,986.09)
Repayments of short term borrowings (net) (2,526.45) (1,116.27)
Interest paid (593.59) (1,632.58)
Net cash used in financing activities (C} (4,656.25) (6,784.75)
Net increase /(decrease) in cash and cash equivalents (A+B+C) 152.40 (479.86)
Cash and cash equivalents at the beginning of the year 911.69 1,391.55
Cash and cash equivalents at the end of the year 1,064.09 911.69

0] Following exceptional items (net) have been recorded:

(Amount in Rs. Lakhs)
Quarter ended Year ended
Particulars March 31, 2023 December 3% March 31, 2022 March 31, 2023 March 31,2022
(Refer Note 1) (Unaudited) (Refer Note 1) (Audited) (Audited)
One time setlement (OTS) with banks and financial institatians 2,775.44 7,710.24 2,775.44 8,550.30
Liabilities written back 9,598.99 ) 9,598.99 5,239.20
Exceptional gain (A) 9,598.99] 2,775.44 7,710.24 12,374.43 13,789.50
Unbilled provision /write off = 2,500.24 2,500.24 J
Capital assets impaired /written off (Refer nole 2(a)) 6,128.77 - 6,128.77 2
Trade receivable written ofl - 7,674.82 7,674.82
Loans and advances provision - 6,801.55 6,891.55 il
Loss on disposal of subsidiary 365.38 365.38
Investment provision/written off 9,058.00 9,058.00 5,222.24
Exceptional loss (B) 15,186.77 9,391.79 8,040.20 24,578.56 13,262.44
Net Exceptional loss(A-B) (6,616.35) (329.96) (12,204.13) 527.06

Corporate Office: Ground Floor, Plot No. 58, Sector - Tel.: +91-124-472-3383, Website : www.a2zgroup.co.in, Email : [email protected] 44, Gurugram — 122003, Ha DIA)

A2Z INFRA ENGINEERING LIMITED o CIN No.: L74999HR2002PLC034805

    1. "The loan accounts of the Holding Company have been classificd as Non- Performing Assets by certain banks and they have not charged interest on the said accounts and also the Helding Company has not charged interest on borrowings from certain banks/ Asset Reconstruction Company which had entered into Settlement agreement(s), therefore provision for interest has not been made in the books of accounts and to that extent interest costs and loan liabilities have been understated. The extent of exact amount is under determination and reconciliation with the bank, however as per the details available, the amount of unaccrued interest, on approximate basis, on the said loans (other than the borrowings of few banks which are regular) amounts © Rs. 822.41 lakhs, Rs. 3,374.33 lakhs and Rs. 4,267.44 lakhs for the quarter ended March 31, 2023, year ended March 31, 2023 and as at March 31, 2023 respectively (Rs. 757.54 lakhs, Rs. 893.93 lakhs and Rs. 3,598.81 lakhs for the quarter ended December 31, 2022, March 31, 2022 and year ended March 31, 2022 respectively). The Holding Company is already in discussion with the said banks and Asset Reconstruction Company for setlement of their dues.
    1. 'The Holding Company had entered into Settlernent agreement(s) (Agreements) with certain banks/assets reconstruction company ('the Lenders) during the years/period ended March 31, 2018 and March 31, 2019 wherein it had settled the outstanding borrowings by upfront payments and deferred instalments. As at March 31, 2023, the Holding Company has delayed payments in respect of the certain deferred instalments amounting Rs. 5,178.00 lakhs which were due and payable pursuant to these Agreements. So far the lenders have not given any written notice on event of default as per the agreements and the management is in discussions with the Lenders to condone the aforementioned delays.

Further, certain Lenders have filed an application with Debt Recovery Tribunal and other judicial authorities for recovery of its dues as they existed prior to the settlement agreement entered with it ln eadier period. However, basis the agreed lerms/discussions, management believes that no additional liability shall devolve on the Holding Company in addition to the carrying value of such liability as at March 31, 2023.

The Holding Company is in the process of negotiations/ reconciliations of its outstanding obligations carried in these consolidated financial results.

Pursuant to the above discussions with the lenders, management is confident thar no material impact will devolve on the Holding Company in respect of aforementioned delays.

  1. The Holding Company has mcurzed a net loss after tax of Rs. 9,154.14 lakhs for the period ended March 31, 2023 and has accumulated losses amounting Rs. 1,06,842.29 lakhs as at March 31, 2023. At present, holding company is facing acute liquidity issues on account of delayed realization of trade receivables from the clients. Also, one of the bank has earlier filed an application with the National Company Law Tribunal (NCLT) for recovery of its dues amounting to Rs. 13,427.00 lakhs and at present the said malteris held in abeyance as the holding company has entered into an one time setdement with the said bank on deferred payment basis. Further, three parties have also filed applications with the National Company Law Tribunal (NCI) for recovery of their dues amounting to Rs. 763.53 lakhs. The said outstandings are disputed in nature, and Holding Company is pursuing the same before the NCLT hence at present said matters are sub-judice. Further, during the year ended March 31, 2020, because of delays in required extension of performance security, one of the customers has invoked the bank guarantee submitted by the Holding Company amounting to Rs. 6,500.00 lakhs and converted into cash security as a fixed deposit and used it as security main for providing a limit of Letter of Credit to facilitate imely payments to vendors for ensuring carly completion of the project. The Holding Company has also delayed in repayments due to certain lenders as further detailed in note 8 and 9. Conditions explained above, indicate existence of uncertainties that may cast significant doubt on the Holding Company's ability lo continue as a going concern due to which the Holding Company may not be able to realise its assets and discharge its Liabilities in the normal course of business in future. However, the management is evaluating various options and has entered into one-time settlement agreements with various lenders (as described in note 9), including interest and other related (erms and conditions apart from further negotiating the terms with the remaining lenders for settlement of its existing debt obligations, Further the management is in discussions with certain customers for an immediate recovery of the amount due from them and believes that the substantial portion of such trade receivables shall be realized within the upcoming year. Management believes that the Holding Company will be able to settle its remaining debts in the due course and in view of the proposed settlement of debt obligations together with the expected increased realisation from the trade receivables, no adjustments are required in the consolidated financial result and accordingly, these have been prepared on a going concern basis.

Registered Office: O-116, First Floor, Shopping Mall, Arjun Marg, DLF City, Phase-1, Gurugram-122 002, Haryana (INDIA) Corporate Office: Ground Floor, Plot No. 58, Sector ~ 44, Gurugram — 122003, Haryana (INDIA) Tel.: +91-124-472-3383, Website : www.a2zgroup.co.in, Email : [email protected]

A2Z INFRA ENGINEERING LIMITED

CIN No.: L74999HR2002PLC034805 Il

    1. The Tanzania branch has a contract with Rural Energy Agency (REA) for supply and installation of medium and low voltage lines, distribution transformers and connections to un-electrfied rural areas in Dodoma Region (Bahi, Kongwa and Chemba districts) on a Tumkey basis for Lot 1 and supply and installation of medium and low voltage lines, distdbution transformers and connections to un-electrified rural areas in Dodoma Region {Chamwine, Kondoa and Mpwapwa districts) on Tumkey basis for Lot 2. The Tanzania branch is expecting to complete the works by March 2024. The contract allows [or a further period of 12 months after completion for handing over the project where afler, the retention payment terms will be released once the completion certificate is issued and the contract will expire. This condition indicates that a material uncertainity exists, thal may cast significant doubt on the Tanzania branch's ability to continue as a going concen.
    1. The other expenses includes Rs. 1,250.00 lakhs on account of good and service tax expenses for the year ending March 31, 2023.
  • During the current year, certain receivables amounting to Rs. 10,031.79 lakhs has been written off and certain liabilities amounting to Rs. 12,184.54 lakhs have 13) been written back.
    1. Previous period/year figures have been re-grouped/reclassified wherever necessary to correspond with those of the current period / year's classification.

Place: Gurugram Date: May 19, 2023

For and behalf of AZ: fra Engineering Ltd,

A Amit" Miual Managing rector & CEO (DIN 00058944)

ANNEXURE |

Statement on Impact of Audit Qualifications (for audit report with modified/disclaimer opinion) submitted alongwith Annual Audited Financial Results - Consolidated

i. Statement on Impact of Audit Qualifications for the Financial Year ended March 31, 2023 [See Regulation 33 / 52 of the SEBI (LODR) (Amendment) Regulations, 2016]

(Amount in Rs. Lakhs)
S. No. Particulars Audited Figures (as reportedbefore adjusting forqualifications) Audited Figures (as reportedafter adjusting forqualifications)
1. Turnover / Total income 38,205.57 38,205.57
2. Total Expenditure 37,015.51 37,015.51
3. Net (Loss) (12,605.48) (12,605.48)
4 Earnings Per Share (6.98) (6.98)
5. Total Assets_ 99,073.08 99,073.08
6. Total Liabilities 96,199.77 96,199.77
7. Net Worth* 2,858.74 2,858.74
8. Any other financial item(s)(as felt appropriate by the NA NA

*excluding capital reserve of Rs. 14.57 lakhs.

Note: The impact of the qualification given below in point Il(a)(1), 1I(a)(2) and H(a)(3) is not ascertainable.

Audit Qualification (each audit qualification separately):

a. Details of Audit Qualification (Disclaimer of Opinion):

  1. As stated in note 10 to the accompanying Statement, the Holding Company has incurred a net loss after tax of Rs. 9,154.14 lakhs during the year ended 31 March 2023, and as of that date, the Holding Company's accumulated losses amount to Rs. 1,06,842.29 lakhs, which have resulted in substantial erosion of its net worth, and the current liabilities exceed current assets by Rs. 14,341.26 lakhs, Also, certain lenders have filed applications with the National Company Law Tribunal (NCLT), Debt Recovery Tribunal (DRT) and other courts for recovery of their dues as detailed in note 9 and 10. The Holding Company has also delayed in repayment of borrowings and payment of statutory dues and dues payable to other lenders including delays with respect to dues payable under one-time settlement agreements, as further detailed in note 9. As confirmed by the management, the Holding Company has been in discussions with the lenders regarding restructuring of these borrowings, the resolution for which is yet to be finalised. Further, the expected realisation of the amounts outstanding from certain customers, within the next 12 months, with whom the Holding Company is in discussions, is uncertain in the absence of any confirmations from such customers. Such events and conditions and the possible impact of the associated uncertainties on management's assumptions, and other matters as set forth in the note 10, cast significant doubt on the Holding Company's ability to continue as a going concern. In the absence of sufficient appropriate audit evidence to support the management's assessment with respect to restructuring of borrowings and availability of funds, we are unable to comment on the ability of the Holding Company to continue as a going concern. Further, as stated in Note 11 to the accompanying statement, indicates that a material Zani@'s branch ability to continue as going TAS

/ 3 Seba SRE NC ; = Registered Office: O-116, First Floor, Shopping Mall, Arjun Marg, DLF City, Phase-1, Gurugram-1 22 Esser ( Corporate Office: Ground Floor, Plot No. 58, Sector — 44, Gurugram — 122003, Haryana Tel: +91-124-472-3383, Website : www.a2zgroup.co.in, Email : [email protected]

concern. Our audit report on the consolidated financial results for the quarter and year ended 31st March2022 dated 18th May 2022 and our review report for the quarter ended 31st Dec 2022 dated 14th February2023 also included a disclaimer of opinion and disclaimer of conclusion, respectively, in respect of thismatter.
2) As stated in note 8 and 9 to the accompanying Statement, the Holding Company has borrowings fromcertain banks which have been classified as non-performing assets ('NPA borrowings') and those fromcertain other banks/ asset reconstruction company (together referred to as 'the Lenders'), The HoldingCompany had entered into settlement agreements ('Settlement Agreements') with some of these Lendersfor the aforesaid loans. As described in the said note, the Holding Company has delayed the payments inrespect of the instalments due to these Lenders pursuant to the relevant loan agreements and SettlementAgreements.Inrespectof theaforementionedNPAborrowingsanddelayedpaymentsunder theSettlement Agreements, the Holding Company has not recognised interest for the quarter and year ended31March 2023 aggregating to Rs. 822.41lakhs and Rs. 3,374.33 lakhs (accumulated interest as at 31March 2023 being Rs. 4,276.44 lakhs), payable under the terms of the said agreements, as estimated bythe management on the basis of expected re-negotiation with the Lenders.
Pendingconfirmations/reconciliationsfromtheLendersandintheabsenceof sufficientappropriateevidence to substantiate management's assessment, we are unable to comment on the adjustments, if any,that may be required to the carrying values of the aforesaidborrowings and dues (including interest)payable to the Lenders in accordance with the terms of loan agreements and Settlement Agreement, andthe consequential impact of such adjustments on the accompanying Statement. Our audit report on theconsolidated financial results for the quarter and year ended 31st March 2022 dated 18th May 2022 andour review report for the quarter ended 31st December 2022 dated 14th February 2023 also included adisclaimer of opinion and disclaimer of conclusion, respectively, in respect of this matter.
3) As stated in note 3 to the accompanying Statement, the Holding Company's non-currentinvestment (netof impairment amounting toRs.7,992.84 lakhs) inits associate companynamely Greeneffect WasteManagement Limited (formerly known as A2Z Green Waste Management Limited) ("GWML") and its othercurrent financial assets (net of impairment amounting to Rs. 2,826.46 lakhs) and its current financial assets-loan amounting to Rs. 84.67 lakhs which include amounts dues from such associate company as on 31March 2023.Further,as stated in note 7 of the accompanying statement,during the quarter and yearended as on 31st March 2023, Holding company has provided provision for diminution in investment of Rs.9,058.00 lakhs on preference shares of Greeneffect Waste Management Limited. The consolidated networth of the aforesaid associate company as on that date has been fully eroded on account of lossesincurred. Further, the associate company is facing liquidity constraints due to which it may not be able tomeet theprojectionsasper theapprovedbusinessplans.Baseduponthevaluationreportof anindependentvaluer,arbitrationawardedinfavourofGWMLandotherfactorsdescribedintheaforementioned note, management has considered such balances as fully recoverable. However,in theabsence of sufficient and appropriate audit evidence to support the management's assessment as above,we are unable to comment upon adjustments, if any, that may be required to the carrying value of thesebalances,andtheconsequentialimpactontheaccompanyingStatement.Ourauditreportontheconsolidated financial results for the quarter and year ended 31st March 2022 dated 18th May 2022 andour review report for the quarter ended 31st Dec 2022 dated 14th February 2023 also included a disclaimerof opinion and disclaimer of conclusion, respectively, in respect of this matter.

Type of Audit Qualification: Disclaimer of Opinion

Frequency of qualification:

Disclaimer (ii)(a)(1) and (3) were reported as disclaimer since our review report for the quarter/period ended 30 September 2021.

For Audit Qualification(s) where the impact is quantified by the auditor, Management's Views: Not quantified by the auditor

e. For Audit Qualification(s) where the impact is not quantified by the auditor:

(i) Management's estimation on the impact of audit qualification:

Not ascertainable

(ih) If management is unable to estimate the impact, reasons for the same:

With respect to mentioned disclaimer 1
The Holding Company has incurred a net loss after tax of Rs. 9,154.14 lakhs for the period ended March
31, 2023 and has accumulated losses amounting Rs. 1,06,842.29 lakhs as at March 31, 2023. At present,holding company is facing acute liquidity issues on account of delayed realization of trade receivables from
the clients. Also, one of the bank has earlier filed an application with the National Company Law Tribunal
(NCLT) for recovery of its dues amounting to Rs. 13,427.00 lakhs and at present the said matteris held in
abeyance as the holding company has entered into an one time settlement with the said bank on deferred
payment basis. Further, three parties have also filed applications with the National Company Law Tribunal
(NCLT) for recovery of their dues amounting to Rs. 763.53 lakhs. The said outstandings are disputed in
nature, and Holding Company is pursuing the same before the NCLT hence at present said matters are
sub-judice.Further, during the year ended March 31, 2020, because of delays in required extension of
performance security, one of the customers has invoked the bank guarantee submitted by the Holding
Company amounting to Rs. 6,500.00 lakhs and converted into cash security as a fixed deposit and used it
as security margin for providing alimit of Letter of Credit to facilitate timely payments to vendors for
ensuring early completion of the project. The Holding Company has also delayed in repayments due to
Conditions explained above,indicate existence oflenders as further detailedin note 8 and 9.certain
uncertainties that may cast significant doubt on the Holding Company's ability to continue as a going
Company may not be able to realise its assets and discharge itsconcern due to which the Holding
However, the management is evaluating variousin the normal course of business in future.liabilities
options and has entered into one-time settlement agreements with various lenders (as described in note 9),
including interest and other related terms and conditions apart from further negotiating the terms with the
remaining lenders for settlement of its existing debt obligations. Further the management is in discussions
with certain customers for an immediate recovery of the amount due from them and believes that the
Managementsubstantial portion of such trade receivables shall be realized within the upcoming year.
believes that the Holding Company will be able to settle its remaining debts in the due course and in view of
the proposed settlement of debt obligations together with the expected increased realisation from the trade
receivables, no adjustments are required in the consclidated financial result and accordingly, these have
been prepared on a going concern basis.
With respect to mentioned disclaimer 2
The loan accounts of the Holding Company have been classified as Non- Performing Assets by certain
banks and they have not charged interest on the said accounts and also the Holding Company has not
charged interest on borrowings from certain banks/ Asset Reconstruction Company which had entered into
Settlement agreement(s), therefore provision for interest has not been made in the books of accounts and
to that extent interest costs and loan liabilities have been understated. The extent of exact amount is under
determinationhowever asandreconciliation with theamount ofbank,per thedetailsavailable,the
unaccrued interest, on approximate basis, on the said loans (other than the borrowings of few banks which
are regular) amounts to Rs. 822.41 lakhs, Rs. 3,374.33 lakhs and Rs. 4,267.44 lakhs for the quarter ended
March 31, 2023, year ended March 31, 2023 and as at March 31, 2023 respectively (Rs.757.54 lakhs, Rs.
893.93 lakhs and Rs. 3,598.81 lakhs for the quarter ended December 31, 2022, March 31, 2022 and year
ended March 31, 2022 respectively). The Holding Company is already in discussion with the said banks
and Asset Reconstruction Company for settlement of their dues.
The Holding Company had entered into Settlement agreement(s) ('Agreements') with certain banks/assets
reconstruction company ('the Lenders') during the years/period ended March 31, 2018 and March 31, 2019
wherein it had settled the outstanding borrowings by upfront payments and deferred instalments. As at
March 31, 2023, the Holding Company has delayed payments in respect of the certain deferred instalments
amounting Rs. 5,178.00 lakhs which were due and payable pursuant to these Agreements. So far the
lenders have not given any written notice on event of default as per the agreements and the management
is in discussions with the Lenders to condone the aforementioned delays.

Further, certain Lenders have filed an application with Debt Recovery Tribunal and other judicial authorities for recovery of its dues as they existed prior to the settlement agreement entered with it in earlier period. However, basis the agreed terms/discussions, management believes that no additional liability shall devolve on the Holding Company in addition to the carrying value of such liability as at March 31, 2023. The Holding Company is in the process of negotiations! reconciliations of its outstanding obligations carried in these consclidated financial results. Pursuant to the above discussions with the lenders, management is confident that no material impact will devolve on the Holding Company in respect of aforementioned delays. With respect to mentioned disclaimer 3 The Holding Company, as at March 31, 2023, has non-current investments (net of impairment) amounting to Rs. 7,992.84 lakhs, other current financial assets (net of impairment) amounting to Rs. 2,826.46 lakhs and current financial assets-loan amounting to Rs. 84.67 lakhs in its associate company Greeneffect Waste Management Limited (formerly known as A2Z Green Waste Management Limited) ('GWML') which has holding in various SPVs under its fold (hereinafter Greeneffect Waste Management Limited together with its subsidiaries is referred to as Greeneffect Waste Management Group). During the current quarter, Holding Company has provided provision of Rs. 9,068.00 lakhs on preference shares of Greeneffect Waste Management Limited. While Greeneffect Waste Management Group has incurred losses during its initial years and consolidated net-worth as at March 31, 2023 has been completely eroded. Based on internal assessment and valuation report from an independent valuer, the recoverable amount from the underlying investments/assets is higher than the net worth of Greeneffect Waste Management Group. There are assumptions and estimates used in such future projections such as discount rate, long term growth rate, arbitration claims etc. which management believes are appropriate. Therefore, the management believes that the realisable amount from the aforementioned associate company and its subsidiaries is higher than the carrying value of the non-current investments, other current financial assets and current financial assets-loans due to which these are considered as good and recoverable.

(iii) Auditors' Comments on (i) or (ii) above: Included in details of auditor's qualification (Disclaimer of Opinion) stated above.

Date: May 19, 2023 Place: Gurugram