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AXISCADES TECHNOLOGIES LIMITED Audit Report / Information 2021

Jun 11, 2021

61656_rns_2021-06-11_5788f085-b321-45b1-ad6e-f8dbee3d1ee2.pdf

Audit Report / Information

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11 June 2021

The Manager The Manager
Listing Department Listing Department
Phirozee Jeejeebhoy Tower, Exchange Plaza, 5 Floor, Plot C/1, G Block
Dalal Street Bandra – Kurla Complex, Bandra(E),
Mumbai 400 001 Mumbai 400 051
BSE Scrip Code: 532395 NSE Symbol: AXISCADES

BSE Limited The National Stock Exchange of India Limited Phirozee Jeejeebhoy Tower, Exchange Plaza, 5 Floor, Plot C/1, G Block Dalal Street Bandra – Kurla Complex, Bandra(E),

Dear Sir,

Sub: Outcome of the Board Meeting- Audited Financial Results for the quarter and financial year ended March 31, 2021 & Auditors Report thereon

Pursuant to Regulation 33 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 (Listing Regulations), enclosed herewith the audited Standalone Financial and Consolidated Financial Results of the Company for the fourth quarter and year ended 31st March, 2021, duly considered and approved by the Board of Directors at its meeting held today 11 June, 2021.

We are also enclosing the Auditors Report from the Statutory Auditors M/s S.R. Batliboi & Associates LLP on the above said financials, duly adopted/approved by the Board of Directors, along with a declaration from the Company as required under Regulation 33 of the Listing Regulations read together with SEBI circular no. CIS/CFD/CMD/56/2016 dated 27 May 2016.

The above said meeting of the Board of Directors of the Company commenced at 7 :30 pm and concluded at 10.10 pm.

The results are available on Stock Exchange website http://www.bseindia.com/ and http://www.nseindia.com/ and on the website of the Company www.axiscades.in.

This is for your information and records.

Yours faithfully, For AXISCADES Technologies Limited

Shweta Agrawal Company Secretary

AXISCADES Technologies Limited

(Formerly AXISCADES Engineering Technologies Limited) CIN No.: L72200KA1990PLC084435

11 June 2021

The Manager Listing Department BSE Limited Phirozee Jeejeebhoy Tower, Dalal Street Mumbai 400 001 BSE Scrip Code: 532395

The Manager Listing Department The National Stock Exchange of India Limited Exchange Plaza, 5 Floor, Plot C/1, G Block Bandra - Kurla Complex, Bandra(E), Mumbai 400 051 NSE Symbol: AXISCADES

Dear Sir,

Sub: Declaration pursuant to Regulation 33(3)(d) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

We hereby declare that the Statutory Auditors, M/s S.R. Batliboi & Associates LLP, Chartered Accountants (Registration No. 101049W/E300004} have issued the Audit Report(s) with unmodified opinion on the Standalone and Consolidated Audited Financial Results for the quarter and year ended March 31, 2021.

This declaration is issued in compliance of Regulation 33(3)(d) of the SEBI (Listing Obligation and Disclosure Requirements}, regulations, 2015 as amended by the SEBI (Listing Obligation and Disclosure Requirements}, (Amendment) Regulations, 2016 vide notification no, SEBI/LAD-NRO/GN/2016-17 /001 Dated May 25, 2016 read together with SEBI circular no. CIS/CFD/CMD/56/2016 Dated 27 May 2016.

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AD1

This is for your information and records.

Yours faithfully,

For AXISCADES Technologies Limited

SRINIVAS

Digitally signed by SRINIVAS ANUMANCHIPALLI ANUMANCHIPALL Date: 2021.06.11 20:05:23 $+05'30'$

Srinivas A.

Chief Financial Officer

AXISCADES Technologies Limited

(Formerly AXISCADES Engineering Technologies Limited) CIN No.: L72200KA1990PLC084435

Reg. Office: Block C, Second Floor, Kirloskar Business Park, Bengaluru - 560024, Karnataka, INDIA Ph: +91 80 4193 9000 | Fax: +91 80 4193 9099 | Email: [email protected] | www.axiscades.com

Chartered Accountants

12th Floor "UB City" Canberra BlockNo. 24, Vittal Mallya Road Bengaluru - 560 001, India Tel: +91 80 6648 9000

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

To

The Board of Directors of

AXISCADES Technologies Limited (formerly AXISCADES Engineering Technologies Limited)

Report on the audit of the Consolidated Financial Results

Opinion

We have audited the accompanying statement of quarterly and year to date consolidated financial results of AXISCADES Technologies Limited (formerly AXISCADES Engineering Technologies Limited) ("Holding Company"), its subsidiaries (the Holding Company and its subsidiaries together referred to as "the Group") and its associate for the quarter ended March 31, 2021 and for the year ended March 31, 2021 ("Statement"), attached herewith, being submitted by the Holding Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("Listing Regulations").

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

  • i. includes the results of the entities as stated in Note 12 of the Statement;
  • ii. are presented in accordance with the requirements of the Listing Regulations in this regard; and
  • iii. gives a true and fair view in conformity with the applicable accounting standards, and other accounting principles generally accepted in India, of the consolidated net loss and other comprehensive loss and other financial information of the Group for the quarter ended March 31, 2021 and for the year ended March 31, 2021.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs), as specified under Section $143(10)$ of the Companies Act, 2013, as amended ("the Act"). Our responsibilities under those Standards are further described in the "Auditor's Responsibilities for the Audit of the Consolidated Financial Results" section of our Report. We are independent of the Group and its associate in accordance with the 'Code of Ethics' issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us and other auditors in terms of their reports referred to in "Other Matter" paragraph below, is sufficient and appropriate to provide a basis for our opinion.

Emphasis of Matter

i. We draw attention to Note 3 of the Statement, which describes Management's assessment of the impact of uncertainties caused by COVID-19 pandemic and its consequential impact it may have on the operations of the Group. Our opinion is not modified in respect of this matter.

Chartered Accountants

We draw attention to Note 6 to the Statement in respect of dispute between the Company $ii.$ and Shareholders of Mistral Solutions Private Limited in relation to the implementation of the Share Purchase Agreement ('SPA') dated 1 December 2017. The matter is pending before the Arbitral Tribunal and the final outcome of the matter is not known currently. Our opinion is not modified in respect of this matter.

Management's Responsibilities for the Consolidated Financial Results

The Statement has been prepared on the basis of the consolidated annual financial statements. The Holding Company's Board of Directors are responsible for the preparation and presentation of the Statement that give a true and fair view of the net loss and other comprehensive loss and other financial information of the Group including its associate in accordance with the applicable accounting standards prescribed under section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. The respective Board of Directors of the companies included in the Group and of its associate are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Group and its associate and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Statement that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the Statement by the Directors of the Holding Company, as aforesaid.

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

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

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

Our objectives are to obtain reasonable assurance about whether the Statement as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the Statement.

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

  • Identify and assess the risks of material misstatement of the Statement, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
  • Obtain an understanding of internal control relevant to the audit in order to design audit ٠ procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate

Chartered Accountants

internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.

  • $\bullet$ Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.
  • Conclude on the appropriateness of the Board of Directors' use of the going concern basis of $\bullet$ accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group and its associate to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the Statement or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group and its associate to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the Statement, including the $\bullet$ disclosures, and whether the Statement represent the underlying transactions and events in a manner that achieves fair presentation.
  • Obtain sufficient appropriate audit evidence regarding the financial results/financial $\bullet$ information of the entities within the Group and its associate of which we are the independent auditorsto express an opinion on the Statement. We are responsible for the direction, supervision and performance of the audit of the financial information of such entities included in the Statement of which we are the independent auditors. For the other entities included in the Statement, which have been audited by other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.

We communicate with those charged with governance of the Holding Company and such other entities included in the Statement of which we are the independent auditors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

We also performed procedures in accordance with the Circular No. CIR/CFD/CMD1/44/2019 dated March 29, 2019 issued by the Securities Exchange Board of India under Regulation 33 (8) of the Listing Regulations, to the extent applicable.

Other Matter

The accompanying Statement includes the audited financial results/statements and other financial information, in respect of:

  • Eleven subsidiaries, whose financial results/statements include total assets of Rs 34,377.72 lakhs as at March 31, 2021, total revenues of Rs 6,963.30 lakhs and Rs 20,868.50 lakhs, total net profit after tax of Rs. 1,027.02 lakhs and Rs. 1,826.78 lakhs, total comprehensive income of Rs. 1,053.53 lakhs and Rs. 1,824.18 lakhs, for the quarter and the year ended on that date respectively, and net cash inflows of Rs. 399.92 lakhs for the year ended March 31, 2021, as considered in the Statement which have been audited by their respective independent auditors.
  • One associate whose financial results/statements include Group's share of net profit of Rs. 1.65 $\bullet$ lakhs and Rs. 44.55 lakhs and Group's share of total comprehensive income of Rs. 1.86 lakhs and Rs. 44.76 lakhs for the quarter and for the year ended March 31, 2021 respectively, as considered in the Statement whose financial results/financial statements, other financial information have been audited by their respective independent auditors.

Chartered Accountants

The independent auditor's report on the financial statements/financial results of these entities have been furnished to us by the Management and our opinion on the Statement in so far as it relates to the amounts and disclosures included in respect of these subsidiaries and associate is based solely on the reports of such auditors and the procedures performed by us as stated in paragraph above.

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

The Statement includes the results for the quarter ended March 31, 2021 being the balancing figures between the audited figures in respect of the full financial year ended March 31, 2021 and the published unaudited year-to-date figures up to the end of the third quarter of the current financial year, which were subjected to a limited review by us, as required under the Listing Regulations.

For S.R. BATLIBOI & ASSOCIATES LLP Chartered Accountants ICAI Firm Registration Number: 101049W/E300004

Digitally signed by SUNIL SUNIL GAGGAR Date: 2021.06.11 $GAGGAR/$ 20:31:47 + 05'30"

per Sunil Gaggar Partner Membership No.: 104315 UDIN: 21104315AAAABJ3359

Place: Bengaluru Date: June 11, 2021

AXISCADES Technologies Limited (formerly AXISCADES Engineering Technologies Limited)
CIN NO: L72200KA1990PLC084435Regd. Office: Block C, Second Floor, Kirloskar Business Park, Bengaluru - 560024, Karnataka, IndiaWebsite: www.axiscades.in, Email: [email protected], Tel: +91 80 4193 9000, Fax: +91 80 4193 9099
(₹ In Lakhs)
Statement of audited consolidated financial results for the quarter and year ended March 31, 2021
Quarter ended Year ended
Particulars March 31, 2021 December 31, 2020 March 31, 2020 March 31, 2021 March 31, 2020
(Audited)(Refer Note 11) (Unaudited) (Audited)(Refer Note 11) (Audited) (Audited)
I. Revenue
(a) Revenue from contracts with customers 14,611.47 12,480.04 18,849.59 51,738.61 66,497.83
(b) Other operating income 278.22 67.10 388.46 646.05 788.55
(c) Other income 309.88 299.61 135.87 1,446.07 761.80
Total Income 15,199.57 12,846.75 19,373.92 53,830.73 68,048.18
II. Expenses
(a) Cost of materials consumed 3,228.88 2,007.11 4,080.16 9,849.61 10,255.05
(b) Employee benefits expense(c) Finance costs 7,006.58470.19 6,568.13523.83 8,674.57645.74 26,661.402,250.40 36,116.862,830.39
(d) Depreciation, amortisation and impairment loss 611.50 596.88 1,168.44 2,598.58 3,273.78
(e) Other expenses 2,651.84 2,206.92 3,161.21 9,473.64 11,749.28
Total expenses 13,968.99 11,902.87 17,730.12 50,833.63 64,225.36
III. Profit before non-controlling interest / share in net profit of 1,230.58 943.88 1,643.80 2,997.10 3,822.82
associate / Exceptional items (I-II)
IV. Share in net profit of associate 1.86 11.49 8.44 44.76 15.72
V. Profit before non- controlling interest / Exceptional items andafter share in net profit of associate (III+IV) 1,232.44 955.37 1,652.24 3,041.86 3,838.54
VI. Exceptional items, net (refer note 7) (1,982.34) - - (4,079.80) -
VII. Profit/(loss) before tax and non controlling interest (749.90) 955.37 1,652.24 (1,037.94) 3,838.54
VIII. Tax expense:- Current tax 349.87 265.33 438.51 951.19 1,157.98
- Tax for earlier period / years- Deferred tax charge/(credit) -(49.14) -131.03 29.97(453.34) -131.42 -(348.95)
IX. Profit/(loss) after tax (1,050.63) 559.01 1,637.10 (2,120.55) 3,029.51
X. Other Comprehensive Income, net of tax [(loss)/profit]Other comprehensive income not to be reclassified to profit or lossin subsequent periods:
a) Remeasurement gain / (losses) in defined benefit plansIncome tax effectOther comprehensive income to be reclassified to profit or loss in 17.60(4.44) (16.09)4.01 (50.76)12.26 (30.68)7.60 (79.15)20.52
subsequent periods:
a) Gain /(losses) on cash flow hedgesIncome tax effect (14.85)3.27 59.95(15.63) (260.75)65.52 318.35(82.08) (297.31)76.02
b) Exchange differences on translation of foreign operationsIncome tax effect 77.80- 78.24- 118.45- 160.29- 328.00-
XI. Total comprehensive income / (loss) for the period / year (971.25) 669.49 1,521.81 (1,747.07) 3,077.59
Total profit / (loss) attributable to
Owners of the Company (1,062.57) 548.88 1,624.32 (2,166.39) 2,975.41
Non controlling interest 11.94 10.13 12.78 45.84 54.10
Total comprehensive income attributable to
Owners of the CompanyNon controlling interest (983.19)11.94 659.3610.13 1,509.0312.78 (1,792.91)45.84 3,023.4954.10
XII. Paid up equity share capital (₹ 5/- each) -1,889.51 -1,889.51 1,889.51 1,889.51 1,889.51
XIII. Other equity - - 27,971.45 29,623.46
XIV. Earnings / (Loss) per share ('EPS') (of ₹ 5 each) (not
annualised for quarters)
Basic EPS (in ₹) (2.81) 1.45 4.30 (5.74) 7.87
Diluted EPS (in ₹) (refer note 10) (2.81) 1.45 4.20 (5.74) 7.69

For AXISCADES Technologies Limited

AXISCADES Technologies Limited (formerly AXISCADES Engineering Technologies Limited)
CIN NO: L72200KA1990PLC084435
Regd. Office: Block C, Second Floor, Kirloskar Business Park, Bengaluru - 560024, Karnataka, IndiaWebsite: www.axiscades.in, Email: [email protected], Tel: +91 80 4193 9000, Fax: +91 80 4193 9099
Statement of audited consolidated financial results for the quarter and year ended March 31, 2021

(₹ In Lakhs)

Notes

  1. In terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, the aforesaid Statement of audited consolidated financial results for the quarter and year ended March 31, 2021 of the AXISCADES Technologies Limited (formerly AXISCADES Engineering Technologies Limited) (the "Holding Company" or the "Company") and its subsidiaries (the Holding Company and its subsidiaries together hereinafter referred to as "the Group") has been reviewed by the Audit Committee and approved by the Board of Directors at their meeting held on June 11, 2021. The aforesaid audited consolidated financial results for the quarter and year ended March 31, 2021 have been audited by the statutory auditors of the Company.

  2. The audited consolidated financial results have been prepared in accordance with the recognition and measurement principles laid down in the applicable Indian Accounting Standards ("Ind AS") as prescribed under Section 133 of the Companies Act, 2013, as amended read with relevant rules thereunder and in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended and SEBI Circular No. CIR/CFD/CMD1/44/2019 dated March 29, 2019.

  3. The current financial year has been a challenging year for our business. The year began amidst a strict lockdown post the emergence of COVID-19 towards the end of the last financial year. The economy gradually opened post June 2020 and the second half of the year was progressing towards recovery. However, a much stronger second wave of COVID -19 infections hit the country subsequent to March 31, 2021 and may result in significant disruption to our business operations due to the lockdown restrictions. The Group has assessed the impact of this pandemic on its business operations and has considered all relevant internal and external information available up to the date of approval of these financial statements, in determination of the recoverability and carrying value of the assets. Similarly, the Group has also evaluated its ability to meet the financial commitments to its lender etc. in view of expected impact of COVID-19 on its revenue and profitability. Based on the current estimates, the Group expects the carrying amount of these assets will be recovered. The impact of COVID-19 pandemic on the overall economic environment being uncertain may affect the underlying assumptions and estimates which may differ from that considered as at the date of approval of these financial statements. Given the nature of the pandemic, the Group will continue to closely monitor any material changes to future economic conditions.

4. The financial results of the Company on standalone basis is as follows:

Quarter ended Year ended
Particulars March 31, 2021 December 31, 2020 March 31, 2020 March 31, 2021 March 31, 2020
(Audited) (Unaudited) (Audited) (Audited) (Audited)
Total revenue (including other income) 3,277.92 3,321.61 6,233.36 13,516.58 23,475.01
Profit / (Loss) before tax (3,840.08) (407.92) 285.22 (6,415.81) (100.49)
Profit / (Loss) after tax (3,798.21) (418.54) 86.01 (6,324.81) (448.32)
Total Comprehensive Loss for the period/year ended (3,833.82) (399.92) (141.31) (6,197.89) (696.17)
  1. The segment reporting of the Group has been prepared in accordance with Ind AS-108 on 'Operating Segments'. The business segments of the Group comprises of (a) "Engineering Design Services" and (b) "Strategic Technology Solutions".

Segment wise revenue, results, assets and liabilities

Quarter ended Year ended
Particulars March 31, 2021 December 31, 2020 March 31, 2020 March 31, 2021 March 31, 2020
(Audited) (Unaudited) (Audited) (Audited) (Audited)
1. Segment revenue
(a) Engineering design services 9,666.42 8,755.31 12,670.92 36,737.47 50,374.08
(b) Strategic technology solutions 5,223.27 3,791.83 6,567.13 15,647.19 16,912.30
Total 14,889.69 12,547.14 19,238.05 52,384.66 67,286.38
Less: inter segment revenue - - - - -
Net sales/income from operations 14,889.69 12,547.14 19,238.05 52,384.66 67,286.38
2. Segment results
(Profit before tax, interest and other income from each segment)
(a) Engineering design services 512.58 258.88 1,230.59 1,834.84 4,734.77
(b) Strategic technology solutions 1,129.75 1,153.81 1,105.54 2,962.04 2,045.48
Total 1,642.33 1,412.69 2,336.13 4,796.88 6,780.25
Less: i) Interest expenses (470.19) (523.83) (645.74) (2,250.40) (2,830.39)
ii) Share in net profit of associate 1.86 11.49 8.44 44.76 15.72
iii) Exceptional items (refer note 7) (1,982.34) - (4,079.80) -
iv) Other unallocable expenditure (251.44) (244.59) (182.46) (995.45) (888.84)
Add: i) Other income 309.88 299.61 135.87 1,446.07 761.80
Total profit/(loss) before tax (749.90) 955.37 1,652.24 (1,037.94) 3,838.54
Quarter ended Year ended
March 31, 2021 December 31, 2020 March 31, 2020 March 31, 2021 March 31, 2020
(Audited) (Unaudited) (Audited) (Audited) (Audited)
3. Segment assets
(a) Engineering design services 28,140.22 27,659.17 30,820.12 28,140.22 30,820.12
(b) Strategic technology solutions 25,858.96 31,325.37 36,540.75 25,858.96 36,540.75
(c) Unallocable assets 20,236.86 18,788.53 18,496.29 20,236.86 18,496.29
Total 74,236.04 77,773.07 85,857.16 74,236.04 85,857.16
4. Segment liabilities
(a) Engineering design services 13,573.11 13,740.67 17,544.22 13,573.11 17,544.22
(b) Strategic technology solutions 29,151.64 31,848.90 35,198.80 29,151.64 35,198.80
(c) Unallocable liabilities 1,160.17 943.62 1,156.84 1,160.17 1,156.84
Total 43,884.92 46,533.19 53,899.86 43,884.92 53,899.86

For AXISCADES Technologies Limited

AXISCADES Technologies Limited (formerly AXISCADES Engineering Technologies Limited)

CIN NO: L72200KA1990PLC084435

Regd. Office: Block C, Second Floor, Kirloskar Business Park, Bengaluru - 560024, Karnataka, India Website: www.axiscades.in, Email: [email protected], Tel: +91 80 4193 9000, Fax: +91 80 4193 9099

(₹ In Lakhs)

Statement of audited consolidated financial results for the quarter and year ended March 31, 2021 6. The Company entered into a Share Purchase Agreement ('SPA') on December 1, 2017, to acquire 100% stake in Mistral Solutions Private Limited ('MSPL') along with its subsidiaries ('MSPL Group') in a phased manner. MSPL Group is headquartered in Bengaluru, India and is engaged in rendering end to end services for product design and development in the embedded space. The Company acquired control on MSPL effective December 01, 2017.

Pursuant to the requirements of SPA, during the quarter ended June 30, 2018, the Company has filed an application with National Company Law Tribunal ('NCLT') for amalgamation of Explosoft Tech Solutions Pvt Ltd, a shareholder of MSPL ('Explosoft') with the Company, on receipt of observation letter conveying 'no objection' from BSE Limited and the National Stock Exchange. Further, vide order dated March 8, 2019, NCLT, Bengaluru bench has approved the scheme of amalgamation ('Scheme'). As the registered office of the Explosoft is situated in the state of Maharashtra, the scheme has also been filed by Explosoft on 15th May, 2018, with NCLT, Mumbai for approval. Pending necessary approval from NCLT Mumbai Bench, no effect is given to aforesaid scheme of amalgamation.

During the quarter ended June 30, 2020, the shareholders of MSPL have demanded for discharge of purchase consideration of Phase II of SPA aggregating Rs 7,213 lakhs as the scheme of merger has not yet been approved. The shareholders have also demanded an interest of Rs 1,431 lakhs at the rate of 12% per annum on account of delay in payment of the aforesaid purchase consideration. The Company believes that Explosoft did not take steps that were required by Explosoft to diligently prosecute the application for merger before the NCLT Mumbai so as to bring it to completion and accordingly the claim for interest by Explosoft is not tenable.

The Company has initiated arbitration proceedings against shareholders of MSPL and MSPL and the Arbitral Tribunal vide its interim order dated August 28, 2020 has asked to maintain the status quo with respect to shareholding in MSPL and has ordered shareholders of Mistral not to seek dismissal or rejection of abovementioned application for merger till further orders are issued by the Arbitral Tribunal. Additionally, both the parties are ordered to maintain status quo with respect to the existing constitution of the Board of Directors of MSPL. The matter is pending before the Arbitral Tribunal and the final outcome of the matter is not known currently.

The revenues (including other income) and profit of MSPL included in the consolidated results for the quarter ended March 31, 2021 is Rs. 5,076.53 lakhs and Rs. 736.19 lakhs and for the year ended March 31, 2021 is Rs.15,165.03 lakhs and Rs. 1,709.99 lakhs, respectively.

The Company has also obtained a legal opinion to validate that the Company is entitled to all rights and obligations as laid out in the SPA and continues to exercise control on MSPL. Pending the final outcome of the matter, the Company believes there is no effect on the Company and no adjustment is required in the financial results.

7. Exceptional item comprises of the following:(₹ in lakhs)
Quarter ended Year ended
Particulars March 31, 2021 December 31, 2020 March 31, 2020 March 31, 2021 March 31, 2020
(Audited) (Unaudited) (Audited) (Audited) (Audited)
Impairment loss on goodwill 1,856.34 - - 6,254.35 -
Fair value change in contingent purchase consideration payable 126.00 - - (2,174.55) -
Total, net 1,982.34 - - 4,079.80 -

As at March 31, 2021, the Group had carried out an impairment assessment based on the impairment indicators and determined that the recoverable value of the goodwill is lower than their carrying values. Accordingly, the Group has recognised an impairment loss on goodwill amounting to Rs.1,856.34 and Rs. 6254.35 lakhs for the quarter and year ended March 31, 2021, respectively. The Group has also recognised a net fair value loss of Rs. 126.00 lakhs and net fair value gain of Rs. 2,174.55 lakhs for the quarter and year ended March 31, 2021, respectively, on re-estimation of the contingent purchase consideration payable as per the terms of the Share Purchase Agreement ('SPA').

8.The Board, on February 5, 2021, based on the recommendations of the Nomination and Remuneration Committee, approved the grant of 2,767,777 stock options pursuant to the ESOP scheme titled "AXISCADES Engineering Employee Stock Option Plan- Series 1 & 2" to the CEO, CFO and certain other employees. The exercise price is based on 90 days average closing price as per NSE prior to February 5, 2021 and will be vested over a period of three years from the grant date subject to the performance criteria specified. The total number of options outstanding as on March 31, 2021 is 3,585,077 (March 31, 2020 : 817,300).

  1. The previous period figures have been regrouped / rearranged wherever necessary to conform with the current quarter/period presentation.

  2. For the purpose of computation of diluted EPS for the quarter ended March 31, 2021 and December 31, 2020 and for the year ended March 31, 2021, the effect of stock options granted under ESOP scheme have not been considered as the effect of these potentially diluted equity shares are anti-dilutive. Hence basic and diluted EPS are same.

  3. The figures of the quarter ended March 31, 2021 and corresponding quarter ended March 31, 2020 are the derived balancing figures between the audited figures of the full financial year and the published unaudited year to date figures upto third quarter of the respective financial years. Also, the figures upto the end of the third quarter were only reviewed and not subjected to audit.

  4. These quarterly consolidated financial results as well as the year to date results includes the results of the following entities:

a. AXISCADES Technologies Limited (formerly AXISCADES Engineering Technologies Limited)

b. AXISCADES, Inc.

c. Cades Studec Technologies (India) Private Limited

d. AXISCADES Aerospace & Technologies Private Limited

e. AXISCADES UK Limited

f. AXISCADES Technology Canada Inc.

g. Axis Mechanical Engineering Design (Wuxi) Co., Ltd.,

h. AXISCADES GmbH

i. AXISCADES Aerospace & Infrastructure Private Limited

j. Mistral Solutions Private Limited

k. Mistral Solutions Inc.

l. Aero Electronics Private Limited

m. Mistral Technologies Private Limited

n. Mistral Solutions Pte Ltd

o. Enertec Controls Limited

p. ASSYSTEM AXISCADES Engineering Private Limited (Associate)

  1. The name of the Company has been changed to AXISCADES Technologies Limited from AXISCADES Engineering Technologies Limited vide approval dated November 10, 2020 from Registrar of Companies, India.

  2. The above audited consolidated financial results of the Group are available on the Company's website (www.axiscades.in) and also on the website of BSE (www.bseindia.com) and NSE (www.nseindia.com), where the shares of the Company are listed.

Director

AXISCADES Technologies Limited (formerly AXISCADES Engineering Technologies Limited) CIN NO: L72200KA1990PLC084435

Regd. Office: Block C, Second Floor, Kirloskar Business Park, Bengaluru - 560024, Karnataka, India Website: www.axiscades.in, Email: [email protected], Tel: +91 80 4193 9000, Fax: +91 80 4193 9099

(₹ in lakhs)

Audited consolidated statement of assets and liabilities
As at
Sl No Particulars March 31, 2021 March 31, 2020
(Audited) (Audited)
Assets
A Non-current assets
Property, plant and equipment 5,200.05 5,414.80
Right of use assets 9,618.67 9,343.58
Goodwill on consolidation 10,470.79 16,778.36
Other intangible assets 3,524.99 3,943.61
Intangible assets under development - 56.22
Investment in an associate 233.23 188.47
Financial assets
Investments 697.39 374.03
Loans 832.50 881.02
Other financial assets 859.44 587.95
Deferred tax assets, net 2,806.34 3,012.24
Non-current tax asset, net 1,464.76 2,876.48
Other non-current assets 2,109.97 2,060.94
Total non-current assets 37,818.13 45,517.70
B Current assets
Inventories 2,330.30 1,961.43
Financial assets
Investments 4,059.06 2,874.53
Trade receivables 12,754.68 16,640.89
Cash and cash equivalents 5,269.93 4,477.69
Bank balances other than cash and cash equivalents 3,208.31 2,538.30
Loans 241.79 251.42
Other financial assets 5,434.22 7,425.34
Other current assets 3,119.62 4,169.86
Total current assets 36,417.91 40,339.46
Total assets (A+B) 74,236.04 85,857.16
Equity and liabilities
C Equity
Equity share capital 1,889.50 1,889.51
Other equity 27,971.45 29,623.46
Non controlling interests 490.17 444.33
Total equity 30,351.12 31,957.30
D Non-current liabilities
Financial liabilities
Borrowings 2,082.74 3,893.07
Lease Liabilities 2,094.36 1,749.76
Other financial liabilities 4,707.52 6,269.40
Provisions 985.26 1,036.76
Other non-current liabilities - 27.82
Non-current liabilities 9,869.88 12,976.81
E Current liabilities
Financial liabilities
Borrowings 3,061.45 8,325.74
Lease Liabilities 1,038.40 1,026.88
Trade payables
(a) Total outstanding dues of micro and small enterprises(b) Total outstanding dues of creditors other than micro and small 119.52 154.04
enterprises 4,941.98 4,827.57
Other financial liabilities 19,436.27 20,029.02
Provisions 961.86 755.65
Current tax liability, net 106.67 486.89
Other current liabilities 4,348.89 5,317.26
Total current liabilities 34,015.04 40,923.05
Total equity and liabilities (C+D+E) 74,236.04 85,857.16

Director

AXISCADES Technologies Limited (formerly AXISCADES Engineering Technologies Limited) CIN NO: L72200KA1990PLC084435

Website: www.axiscades.in, Email: [email protected], Tel: +91 80 4193 9000, Fax: +91 80 4193 9099 Regd. Office: Block C, Second Floor, Kirloskar Business Park, Bengaluru - 560024, Karnataka, India

(₹ in lakhs)

Audited consolidated statement of cash flows for the year ended March 31, 2021
Year ended
March 31, 2021 March 31, 2020
Audited Audited
A. Cash flow from operating activities
(Loss) / profit before tax (1,037.94) 3,838.54
Depreciation, amortisation and impairment loss 2,598.58 3,273.78
Interest income (including fair value change in financial instruments) (420.13) (610.14)
Net gain on financial asset measured at fair value through profit and loss (431.34) (77.46)
Exceptional Item, net (refer note 7) 4,079.80 -
Dividend income from mutual funds (10.29) (4.45)
Interest expense (including fair value change in financial instruments) 2,250.40 2,830.39
Provision / liabilities no longer required written back (140.99) (114.87)
Share of profit of an associate (44.76) (15.72)
Bad debts and advance written off 115.45 13.39
Share based payment expenseProvision for foreseeable loss on contracts 140.89- 171.880.55
Provision for inventories - 119.64
Provision for doubtful debts and advances 52.88 370.02
Profit/(loss) on sale of property, plant and equipment (6.55) 3.17
Net Foreign exchange gain/(loss) (230.70) 544.11
Operating profit before working capital changes 6,915.30 10,342.83
Movements in working capital
Decrease/(Increase) in trade receivables 3,751.01 (1,422.83)
(Increase)/Decrease in inventories (368.87) (64.06)
Decrease/(Increase) in other assets including financial assets 2,741.72 (3,138.21)
Decrease/(Increase) in loans and advances 233.86 193.07
Decrease in trade payables, other liabilities and financial liabilities (1,196.20) 2,354.00
Increase/(Decrease) in provisions 55.09 (235.17)
Cash generated from operating activities 12,131.91 8,029.63
Direct taxes refund/(paid) 80.31 (1,540.98)
Net cash generated from operating activities (A) 12,212.22 6,488.65
B. Cash flow from investing activities
Payments for purchase of property, plant and equipment, intangible assets and intangible assets (566.61) (643.62)
under development
Proceeds from sale of property, plant and equipment 6.55 31.35
Interest receivedInvestment in mutual funds, other funds and equity shares of other companies 339.14(1,031.79) 297.03(350.15)
Redemption/(Investment) in fixed deposits, net (934.78) 18.38
Intercorporate deposit received - 175.00
Dividend received 10.29 4.45
Net cash used in investment activities (B) (2,177.20) (292.56)
C. Cash flow from financing activities
Repayment of principal portion and interest portion of lease liabilities (1,287.64) (1,587.54)
Repayment of short term borrowings (5,146.92) 500.00
Repayment of long term borrowings (1,609.12) (2,303.69)
Interest paid (1,250.10) (1,454.83)
Net cash used in financing activities (C) (9,293.78) (4,846.06)
Net increase in cash and cash equivalents (A+B+C) 741.24 1,350.03
Effect of exchange rate changes, net 51.00 69.83
Cash and cash equivalents as at beginning of the period 4,477.69 3,057.83
Cash and cash equivalents at the end of the period 5,269.93 4,477.69

Director

S.R. BATUROL& ASSOCIATES 11P

Chartered Accountants

12th Floor "UB City" Canberra BlockNo. 24, Vittal Mallya Road Bengaluru - 560 001, India Tel: +91 80 6648 9000

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

To The Board of Directors of AXISCADES Technologies Limited (formerly AXISCADES Engineering Technologies Limited)

Report on the audit of the Standalone Financial Results

Opinion

We have audited the accompanying statement of quarterly and year to date standalone financial results of AXISCADES Technologies Limited (formerly AXISCADES Engineering Technologies Limited) (the "Company") for the quarter ended March 31, 2021 and for the year ended March 31, 2021 ("Statement"), attached herewith, being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations").

In our opinion and to the best of our information and according to the explanations given to us, the Statement:

  • i. is presented in accordance with the requirements of the Listing Regulations in this regard; and
  • gives a true and fair view in conformity with the applicable accounting standards and other ii. accounting principles generally accepted in India, of the net loss and other comprehensive loss and other financial information of the Company for the quarter ended March 31, 2021 and for the year ended March 31, 2021.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under Section 143(10) of the Companies Act, 2013, as amended ("the Act"). Our responsibilities under those Standards are further described in the "Auditor's Responsibilities for the Audit of the Standalone Financial Results" section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our opinion.

Emphasis of Matter

  • i. We draw attention to Note 3 of the Statement, which describes Management's assessment of the impact of uncertainties caused by COVID-I9 pandemic and its consequential impact it may have on the operations of the Company. Our opinion is not modified in respect of this matter.
  • We draw attention to Note 5 to the Statement in respect of dispute between the Company ii. and Shareholders of Mistral Solutions Private Limited in relation to the implementation of the Share Purchase Agreement ('SPA') dated 1 December 2017. The matter is pending before the Arbitral Tribunal and the final outcome of the matter is not known currently.

Chartered Accountants

Our opinion is not modified in respect of this matter.

Management's Responsibilities for the Standalone Financial Results

The Statement has been prepared on the basis of the standalone annual financial statements. The Board of Directors of the Company are responsible for the preparation and presentation of the Statement that gives a true and fair view of the net loss and other comprehensive loss of the Company and other financial information in accordance with the applicable accounting standards prescribed under Section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Statement that give a true and fair view and are free from material misstatement, whether due to fraud or error.

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

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

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

Our objectives are to obtain reasonable assurance about whether the Statement as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the Statement.

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

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

Chartered Accountants

  • Conclude on the appropriateness of the Board of Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the Statement, including the disclosures. ۰ and whether the Statement represents the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

The Statement includes the results for the quarter ended March 31, 2021 being the balancing figure between the audited figures in respect of the full financial year ended March 31, 2021 and the published unaudited year-to-date figures up to the third quarter of the current financial year, which were subjected to a limited review by us, as required under the Listing Regulations.

For S.R. BATLIBOI & ASSOCIATES LLP Chartered Accountants ICAI Firm Registration Number: 101049W/E300004

Digitally signed by SUNIL SUNIL GAGGAR Date: 2021.06.11 GAGGAR 20:33:01 +05'30

per Sunil Gaggar Partner Membership No.: 104315 UDIN: 21104315AAAABI6762

Place: Bengaluru Date: June 11, 2021

AXISCADES Technologies Limited (formerly AXISCADES Engineering Technologies Limited) CIN NO: L72200KA1990PLC084435 Regd. Office: Block C, Second Floor, Kirloskar Business Park, Bengaluru - 560024, Karnataka, India

Website: www.axiscades.in, Email: [email protected], Tel: +91 80 4193 9000, Fax: +91 80 4193 9099
(₹ in lakhs) (₹ in lakhs)
Statement of audited standalone financial results for the quarter and year ended March 31, 2021
Particulars March 31, 2021 Quarter endedDecember 31, 2020 March 31, 2020 Year endedMarch 31, 2021 March 31, 2020
(Audited) (Unaudited) (Audited) (Audited) (Audited)
(Refer Note 10) (Refer Note 10)
I. Revenue
(a) Revenue from contracts with customers 3,145.55 3,154.68 5,708.54 12,931.60 22,659.36
(b) Other operating income - - 392.98 - 551.66
(c) Other income 132.37 166.93 131.84 584.98 263.99
Total revenue 3,277.92 3,321.61 6,233.36 13,516.58 23,475.01
II. Expenses
(a) Employee benefits expense 2,315.99 2,288.42 3,534.64 8,751.14 14,465.34
(b) Finance costs 327.95 323.17 395.11 1,500.77 1,893.31
(c) Depreciation and amortisation expense 259.28 252.62 359.13 1,202.59 1,346.94
(d) Other expenses 940.45 865.32 1,659.26 3,832.79 5,869.91
Total expenses 3,843.67 3,729.53 5,948.14 15,287.29 23,575.50
III. Profit/(Loss) before exceptional items and tax (I-II) (565.75) (407.92) 285.22 (1,770.71) (100.49)
IV. Exceptional items, net (refer note 6) (3,274.33) - - (4,645.10) -
V. Profit/(Loss) before tax (III+IV) (3,840.08) (407.92) 285.22 (6,415.81) (100.49)
VI. Tax expense
Current tax 42.36 10.62 60.62 96.74 60.62
Deferred tax charge / (credit) (84.23) - 138.59 (187.74) 287.21
VII. Profit/(Loss) for the period / year (V - VI) (3,798.21) (418.54) 86.01 (6,324.81) (448.32)
VIII. Other comprehensive income, net of tax [(loss)/profit]
Other comprehensive income not to be reclassified to profit or loss in
subsequent periods:
Remeasurement losses in defined benefit plans (20.22) (11.12) (100.39) (53.57) (100.39)
Income tax effect 5.11 2.79 25.27 13.48 25.27
Other comprehensive income to be reclassified to profit or loss in
subsequent periods:
Gain /(losses) on cash flow hedges (27.39) 36.02 (201.86) 223.19 (230.83)
Income tax effect 6.89 (9.07) 49.66 (56.18) 58.10
IX. Total comprehensive income/ (loss) for the period / year (VII+VIII) (3,833.82) (399.92) (141.31) (6,197.89) (696.17)
X. Paid-up equity share capital ( ₹ 5/- each) 1,889.51 1,889.51 1,889.51 1,889.51 1,889.51
XI. Other equity 13,959.80 20,020.85
XII. Earning /(Loss) per share ("EPS") (of ₹ 5/- Each) (not annualised forquarters):
Basic EPS (₹) (10.06) (1.11) 0.23 (16.75) (1.19)
Diluted EPS (₹) (refer note 8) (10.06) (1.11) 0.22 (16.75) (1.19)
  1. In terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, the aforesaid Statement of audited standalone financial results for the quarter and year ended March 31, 2021 of the AXISCADES Technologies Limited (formerly AXISCADES Engineering Technologies Limited) (hereinafter referred to as the "Company") has been reviewed by the Audit Committee and approved by the Board of Directors at their meeting held on June 11, 2021. The aforesaid audited standalone financial results for the quarter and year ended March 31, 2021 have been audited by statutory auditors of the Company.

  2. The financial results have been prepared in accordance with the recognition and measurement principles laid down in the applicable Indian Accounting Standards ("Ind AS") as prescribed under Section 133 of the Companies Act, 2013, as amended, read with relevant rules thereunder and in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time.

  3. The current financial year has been a challenging year for our business. The year began amidst a strict lockdown post the emergence of COVID-19 towards the end of the last financial year. The economy gradually opened post June 2020 and the second half of the year was progressing towards recovery. However, a much stronger second wave of COVID -19 infections hit the country subsequent to March 31, 2021 and may result in significant disruption to our business operations due to the lockdown restrictions. The Company has assessed the impact of this pandemic on its business operations and has considered all relevant internal and external information available up to the date of approval of these financial statements, in determination of the recoverability and carrying value of the assets. Similarly, the Company has also evaluated its ability to meet the financial commitments to its lender etc. in view of expected impact of COVID- 19 on its revenue and profitability. Based on the current estimates, the Company expects the carrying amount of these assets will be recovered. The impact of COVID-19 pandemic on the overall economic environment being uncertain may affect the underlying assumptions and estimates which may differ from that considered as at the date of approval of these financial statements. Given the nature of the pandemic, the Company will continue to closely monitor any material changes to future economic conditions.

  4. The Company is engaged in the business of "Engineering Design Services". These, in the context of Ind AS 108 on Operating Segments Reporting are considered to constitute one segment and hence the Company has not made any additional segment disclosures.

For AXISCADES Technologies Limited

AXISCADES Technologies Limited (formerly AXISCADES Engineering Technologies Limited) CIN NO: L72200KA1990PLC084435 Regd. Office: Block C, Second Floor, Kirloskar Business Park, Bengaluru - 560024, Karnataka, India

Website: www.axiscades.in, Email: [email protected], Tel: +91 80 4193 9000, Fax: +91 80 4193 9099

Statement of audited standalone financial results for the quarter and year ended March 31, 2021

(₹ in lakhs) (₹ in lakhs)

  1. The Company entered into a Share Purchase Agreement ('SPA') on December 1, 2017, to acquire 100% stake in Mistral Solutions Private Limited ('MSPL') along with its subsidiaries ('MSPL Group') in a phased manner. MSPL Group is headquartered in Bengaluru, India and is engaged in rendering end to end services for product design and development in the embedded space. The Company acquired control on MSPL effective December 01, 2017.

Pursuant to the requirements of SPA, during the quarter ended June 30, 2018, the Company has filed an application with National Company Law Tribunal ('NCLT') for amalgamation of Explosoft Tech Solutions Pvt Ltd, a shareholder of MSPL ('Explosoft') with the Company, on receipt of observation letter conveying 'no objection' from BSE Limited and the National Stock Exchange. Further, vide order dated March 8, 2019, NCLT, Bengaluru bench has approved the scheme of amalgamation ('Scheme'). As the registered office of the Explosoft is situated in the state of Maharashtra, the scheme has also been filed by Explosoft on 15th May, 2018, with NCLT, Mumbai for approval. Pending necessary approval from NCLT Mumbai Bench, no effect is given to aforesaid scheme of amalgamation.

During the quarter ended June 30, 2020, the shareholders of MSPL have demanded for discharge of purchase consideration of Phase II of SPA aggregating Rs 7,213 lakhs as the scheme of merger has not yet been approved. The shareholders have also demanded an interest of Rs 1,431 lakhs at the rate of 12% per annum on account of delay in payment of the aforesaid purchase consideration. The Company believes that Explosoft did not take steps that were required by Explosoft to diligently prosecute the application for merger before the NCLT Mumbai so as to bring it to completion and accordingly the claim for interest by Explosoft is not tenable.

The Company has initiated arbitration proceedings against shareholders of MSPL and MSPL and the Arbitral Tribunal vide its interim order dated August 28, 2020 has asked to maintain the status quo with respect to shareholding in MSPL and has ordered shareholders of Mistral not to seek dismissal or rejection of abovementioned application for merger till further orders are issued by the Arbitral Tribunal. Additionally, both the parties are ordered to maintain status quo with respect to the existing constitution of the Board of Directors of MSPL. The matter is pending before the Arbitral Tribunal and the final outcome of the matter is not known currently.

The revenues (including other income) and profit of MSPL included in the consolidated results for the quarter ended March 31, 2021 is Rs. 5,076.53 lakhs and Rs. 736.19 lakhs and for the year ended March 31, 2021 is Rs. 15,165.03 lakhs and Rs. 1,709.99 lakhs, respectively.

The Company has also obtained a legal opinion to validate that the Company is entitled to all rights and obligations as laid out in the SPA and continues to exercise control on MSPL. Pending the final outcome of the matter, the Company believes there is no effect on the Company and no adjustment is required in the financial results.

  1. Exceptional item comprises of the following:
Quarter ended Year ended
Particulars March 31, 2021 December 31, 2020 March 31, 2020 March 31, 2021 March 31, 2020
(Audited) (Unaudited) (Audited) (Audited) (Audited)
Impairment loss 3,148.33 - - 6,819.65 -
Fair value change in contingent purchase consideration payable 126.00 - - (2,174.55) -
Total, net 3,274.33 - - 4,645.10 -

As at March 31, 2021, the Company had carried out an impairment assessment based on the impairment indicators and determined that the recoverable value of the investments in subsidiaries i.e. MSPL and Axis Mechanical Engineering Design (Wuxi) Co., Ltd ('AXISCADES China'), is lower than their respective carrying values. Accordingly, the Company has recognised impairment loss of Rs. 3,093.33 lakhs and Rs. 6,609.66 lakhs for the quarter and year ended March 31, 2021, respectively on its investments in MSPL. In respect of AXISCADES China, the impairment loss on investment is Rs. 42.68 lakhs for the year ended March 31, 2021. The Company has also recognised a net fair value loss of Rs. 126.00 lakhs and net fair value gain of Rs. 2,174.55 lakhs for the quarter and year ended March 31, 2021, respectively, on re-estimation of the contingent purchase consideration payable as per the terms of the Share Purchase Agreement ('SPA').

The Company has also created a provision for doubtful trade receivables of Rs. 55 lakhs and Rs.167.31 lakhs from Axiscades China for the quarter and year ended March 31, 2021, respectively.

  1. The Board, on February 5, 2021, based on the recommendations of the Nomination and Remuneration Committee, approved the grant of 2,767,777 stock options pursuant to the ESOP scheme titled "AXISCADES Engineering Employee Stock Option Plan- Series 1 & 2" to the CEO, CFO and certain other employees. The exercise price is based on 90 days average closing price as per NSE prior to February 5, 2021 and will be vested over a period of three years from the grant date subject to the performance criteria specified. The total number of options outstanding as on March 31, 2021 is 3,585,077 (March 31, 2020 : 817,300).

  2. For the purpose of computation of diluted EPS, the effect of stock options granted under ESOP scheme have not been considered, except for the quarter ended March 31, 2020, as the effect of these potentially diluted equity shares are anti-dilutive. Hence, basic and diluted EPS are same.

  3. The previous period/year figures have been regrouped / rearranged wherever necessary to conform with the current period/year presentation.

  4. The figures of the quarter ended March 31, 2021 and corresponding quarter ended March 31, 2020 are the derived balancing figures between the audited figures of the full financial year and the published unaudited year to date figures upto third quarter of the respective financial years. Also, the figures upto the end of the third quarter were only reviewed and not subjected to audit.

  5. The name of the Company has been changed to AXISCADES Technologies Limited from AXISCADES Engineering Technologies Limited vide approval dated November 10, 2020 from Registrar of Companies, India.

  6. The above audited standalone financial results of the Company are available on the Company's website (www.axiscades.in) and also on the website of BSE (www.bseindia.com) and NSE (www.nseindia.com), where the shares of the Company are listed.

For AXISCADES Technologies Limited

AXISCADES Technologies Limited (formerly AXISCADES Engineering Technologies Limited)CIN NO: L72200KA1990PLC084435
Regd. Office: Block C, Second Floor, Kirloskar Business Park, Bengaluru - 560024, Karnataka, IndiaWebsite: www.axiscades.in, Email: [email protected], Tel: +91 80 4193 9000, Fax: +91 80 4193 9099
(₹ in lakhs)
Audited Standalone Statement of Assets and Liabilities as at March 31, 2021
Sl No Particulars As atMarch 31, 2021March 31, 2020
(Audited) (Audited)
Assets
A Non-current assetsProperty, plant and equipment 282.07 354.39
Other intangible assets 288.56 270.59
Intangible assets under development - 56.22
Right of use assets 2,291.89 2,026.70
Financial assetsInvestments 32,021.43 38,673.88
Loans 455.12 527.34
Other financial assets 255.30 243.77
Deferred tax assets, net 759.82 614.78
Non-current tax asset, net 409.73 1,721.01
Total non-current assets 36,763.92 44,488.68
B Current assets
Financial assets
Trade receivablesCash and cash equivalents 2,819.741,615.44 5,735.40654.52
Bank balances other than cash and cash equivalents 20.73 6.90
Loans 47.22 447.49
Other financial assets 2,457.24 3,528.18
Other current assets 1,760.88 2,042.53
Total current assets 8,721.25 12,415.02
Total assets (A+B) 45,485.17 56,903.70
Equity and liabilities
C Equity
Equity share capital 1,889.51 1,889.51
Other equity 13,959.80 20,020.85
Total equity 15,849.31 21,910.36
D Non-current liabilities
Financial liabilities
Borrowings 1,087.96 1,548.39
Lease liabilitiesOther financial liabilities 1,019.984,707.52 811.286,269.40
Provisions 610.93 536.07
Other non-current liabilities - 27.82
Non-current liabilities 7,426.39 9,192.96
E Current liabilities
Financial liabilities
Borrowings 3,001.85 5,830.82
Lease liabilitiesTrade payables 611.31 480.76
(a) Total outstanding dues of micro and small enterprises 4.30 3.48
(b) Total outstanding dues of creditors other than micro
and small enterprises 1,171.02 1,617.48
Other financial liabilities 16,760.48 16,640.06
ProvisionsOther current liabilities 425.59234.92 354.79872.99
Total current liabilities 22,209.47 25,800.38
Total equity and liabilities (C+D+E) 45,485.17 56,903.70

AXISCADES Technologies Limited (formerly AXISCADES Engineering Technologies Limited) CIN NO: L72200KA1990PLC084435

Regd. Office: Block C, Second Floor, Kirloskar Business Park, Bengaluru - 560024, Karnataka, India Website: www.axiscades.in, Email: [email protected], Tel: +91 80 4193 9000, Fax: +91 80 4193 9099

Year ended
31 March 2021 31 March 2020
A. Cash flow from operating activities
Loss before tax (6,415.81) (100.49)
Adjustments to reconcile loss before tax to net cash flows:
Depreciation and amortization expense 1,202.59 1,346.94
Interest income (including fair value change in financial instruments) (121.07) (165.83)
Interest expense (including fair value change in financial instruments) 1,500.77 1,893.31
Provision no longer required written back (72.24) (62.38)
Provision for doubtful debts - 46.76
Share based payment expense 127.54 171.88
Profit on sale of property, plant and equipment (4.75) -
Exceptional items, net (refer note: 6) 4,645.10 -
Net unrealised foreign exchange (gain) / loss (236.97) 255.77
Operating profit before working capital changes 625.16 3,385.96
Movements in working capital
(Increase)/Decrease in trade receivables 2,775.31 1,426.07
(Increase)/Decrease in other assets including financial asset 1,116.98 (360.99)
(Increase)/Decrease in loans 221.31 33.72
(Decrease)/Increase in trade payables, other liabilities and financial liabilities (689.72) (798.68)
(Decrease)/Increase in provisions 19.09 15.30
Cash generated from operating activities 4,068.13 3,701.38
Direct taxes refund/ (paid) (net of refunds) 1,214.54 (543.62)
Net cash generated from operating activities (A) 5,282.67 3,157.76
B. Cash flow from investing activities
Purchase of property, plant and equipment, intangible assets and Intangible assets underdevelopment (182.73) (288.07)
Proceeds from sale of property, plant and equipment 4.75 5.47
Intercorporate deposit (given) / received back 210.00 (210.00)
Interest received 77.86 66.99
Investments in fixed deposits, net (18.64) (106.39)
Net cash from / (used) in investing activities (B) 91.24 (532.00)
C. Cash flow from financing activities
Payment of principal and interest portion of lease liabilities (885.84) (971.18)
Repayment of long-term borrowings (473.64) (909.47)
(Repayment) / Proceeds from working capital loans (2,461.61) 196.40
Interest paid (642.90) (790.64)
Net cash generated used in financing activities (C) (4,463.99) (2,474.89)
Net increase in cash and cash equivalents (A+B+C) 909.92 150.87
Effect of exchange rate changes, net 51.00 69.83
Cash and cash equivalents at the beginning of the year 654.52 433.82
Cash and cash equivalents at the end of the year 1,615.44 654.52

For AXISCADES Technologies Limited