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Bartronics India Ltd. Board/Management Information 2023

Nov 14, 2023

64057_rns_2023-11-14_ef3b6d39-dcec-4919-99c1-9ef6b70ddd9d.pdf

Board/Management Information

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Date: 14.11.2023

To To
BSE Limited National Stock exchange of India Limited
Listing Department, Exchange Plaza, C-1, Block G,
P.J. Towers, Dalal Street, Bandra Kurla Complex, Bandra (E)
Mumbai –
400 001
Mumbai –
400 051
Scrip Code: 532694 Symbol: ASMS

Dear Sir/Madam,

Sub: Outcome of Board Meeting held on 14.11.2023- Reg

With reference to the subject cited above, this is to inform the Exchange(s) that at the meeting of the Board of Directors of Bartronics India Limited held on Tuesday, 14.11.2023 at the Corporate Office of the Company at Plot No 193, Block-B, Kavuri Hill, GB Pet, Madhapur, Hyderabad, Telangana – 500 033, the following were considered and approved:

  • 1. Related Party Transactions for the Half Year ended 30.09.2023.
  • 2. Limited Review Report as per Regulation 33 of SEBI (LODR) Regulations, 2015 for the Quarter and Half-Year ended 30.09.2023.
  • 3. Un-Audited Financial Results as per Regulation 33 of SEBI (LODR) Regulations, 2015 for the Quarter and Half-Year ended 30.09.2023.
  • 4. Increase in the remuneration of Mr. N. Vidhya Sagar Reddy, Chairman and Managing Director of the Company form 24 Lakhs per annum to 58.88 Lakhs per annum w.e.f. 01st November, 2023 subject to the approval of members of the Company.
  • 5. Appointment of Mr. Venu Gopal Thota as Chief Financial Officer (CFO) of the Company.
  • 6. Appointment of M/s. SI and Associates (COP: 24877), Company Secretaries, as Secretarial Auditor of the Company for the Financial Year 2023-24.
  • 7. Re-appointment of M/s. Kommula & Co (FRN: 015628S), Practicing Chartered Accountants as Internal auditor of the Company for the Financial Year 2023-24.
  • 8. Sale of old factory of the Company situated at Survey No. 351, Raj Bollaram Village, Medchal Mandal & District, Telangana – 501 401 subject to the approval of members of the Company.

The details required under Regulation 30 of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No CIR/CFD/CMD/4/2015 dated 09/09/2015 are given as Annexure-A, B and C.

The meeting commenced at 4.00 p.m. and concluded at 07:15 p.m.

This is for the information and records of the Exchange, please.

Thanking you

Yours sincerely, For Bartronics India Limited

Ashwani Singh Bisht Company Secretary & Compliance Officer M. No: A72076 ASHWANI SINGH BISHT Digitally signed by ASHWANI SINGH BISHT Date: 2023.11.14 19:16:28 +05'30'

Encl: as above

ANNEXURE-A

Appointment of Mr. Venu Gopal Thota as Chief Financial Officer of the Company:

S. Particulars Description
No
1
Name
of
the
Key
Managerial
Personnel
Mr. Venu Gopal Thota.
2 Reason for change viz. appointment,
resignation,
removal,
death
or
otherwise
Appointment as the Chief Financial Officer &
Key
Managerial Personnel.
3 Date of appointment/ resignation &
term of appointment.
14.11.2023
The term of appointment shall commence
from November 14,
2023 and continue until
his resignation or his attaining the age
of
retirement (as per the Company's internal
human resources
policy), whichever is earlier.
4 Brief profile (in case of appointment) Mr. Venu Gopal Thota is a trailblazer with a
proven track record of excellence. Armed with
a Bachelor's Degree in Mechanical Engineering
and
Postgraduate
Degree
in
Business
Management, he stands at the forefront of a
distinguished three-decade career in business
management across diverse global landscapes.
Key Leadership Roles:
Mr. Thota has excelled in pivotal roles, serving as
Chief Operating Officer, CFO, Senior Project
Manager, and CTO. In his current capacity as
Director,
he
is
at
the
helm,
leading
Manufacturing
and
IT
initiatives
with
unparalleled expertise.
Financial Visionary & Strategist:
As a CFO, Mr. Thota has skilfully
navigated
complex
financial
strategies
with
precision,
ensuring
fiscal
health
and
driving
strategic
growth. His role extends beyond traditional
financial leadership; he has been instrumental in
providing
technical
direction
for
product
development,
new
offerings,
and
financial
inclusion projects with various banks.
Leadership and Industry Involvement:
Mr. Thota is not just a leader within our
organization but a respected industry figure. He
has actively represented our organization and
contributed to committees formed by the Indian
Banks' Association (IBA) and the Finance Ministry
In summary, Mr. Venu Gopal Thota is not merely
a
CFO;
he
is
a
strategic
visionary,
a
transformative
leader,
and
an
industry
influencer, steering our organization towards

making businesses work

. unprecedented success.
Disclosure of relationships between Not Applicable
directors (in case of appointment of a
director).
Shareholding, if any in the company Nil

Digitally signed by ASHWANI SINGH BISHT

BARTRONICS INDIA LIMITED

Plot No. 193, 1st Floor, SV Chambers, Phase II, Kavuri Hills, Madhapur, Hyderabad-500 033, TS, India. Tel: 040 49269269, Fax: 040 49269246 CIN: L29309TG1990PLC011721, Email: [email protected] www.bartronics.com

ANNEXURE-B

Appointment of M/s. SI and Associates, Practicing Company Secretaries as Secretarial Auditor of the Company for the Financial Year 2023-24

S. Particulars Description
No
1 Reason for change viz. appointment,
resignation,
removal,
death
or
otherwise
Appointment in pursuance with Section 204 of
the
Companies Act, 2013 and requirements
under SEBI (LODR) Regulations, 2015.
2 Date of appointment/ resignation &
term of appointment.
14.11.2023
Appointed as Secretarial Auditor for the Year
2023-24.
3 Brief profile (in case of appointment) Name of the Auditor: CS Shaik Ibraheem
COP: 24877, Sole proprietor of M/s SI and
Associates, Company Secretaries.
Office Address: 6-3-634, 3rd Floor, Green
Channel Apartment, Khairtabad, Hyderabad,
Telangana 500004
Email: [email protected]
Field of Experience: Worked for 15 years as
Company Secretary and Compliance Officer for
well reputed large group and having good work
experience and proficiency in all matters related
to
Company
Law,
Securities
Laws,
SEBI
Regulations, FEMA and various other business
laws.
Terms of Appointment: Conduct Secretarial
Audit for the Financial Year 2023-24.
About the Auditor: At present as a Practicing
Company Secretary under the name and style as
M/s SI and
Associates since 2021 and have
been providing consultancy services to reputed
Multinational
Companies,
Joint
Venture
Companies,
wholly
owned
subsidiary
of
Foreign
Companies,
Limited
and
Private
Companies.
It is a peer reviewed firm.
The core area of specialization is corporate
secretarial
compliances,
formation
of
companies and
Limited
Liability
Partnerships
(LLPs),
representing before various statutory and other
authorities, audit and certifications, IPR related
matters. They committed to provide timely,
efficient and tailor
made solutions for the
clients
4 Disclosure of relationships between
directors (in case of appointment of a
director).
Nil
5 Shareholding, if any in the company Nil

ANNEXURE-C

Re-appointment of M/s. Kommula & Co, Practicing Chartered Accountants [Firm Registration No: 015628S], as Internal auditor of the Company for the Financial Year 2023-24.

S. Particulars Description
No
1
Name of the Internal Auditor M/s. Kommula & Co, Chartered Accountants
2 Reason for change viz. appointment,
resignation,
removal,
death
or
otherwise
Re-appointment:
to
comply
with
the
Companies Act
2013 and the requirements
under
SEBI
(Listing
Obligations
and
Disclosure Requirements)
Regulations, 2015
3 Date of appointment/ resignation &
term of appointment.
14.11.2023
M/s. Kommula & Co, Practicing Chartered
Accountants, FRN: 015628S, re-appointed as
Internal Auditor of the Company for the
Financial Year 2023-24.
4 Brief profile (in case of appointment) Name
of
the
Auditor:
CA
Kommula
Satyanarayana

M.
NO:
F235872,
Sole
proprietor of M/s. Kommula & Co.
Office Address: Flat No S 506, SVSS Nivas,
Street No 1, Czech Colony, Sanath Nagar,
Hyderabad, Telangana-500018.
Email:
[email protected]
About the Auditor:
Kommula &
Co. was
founded
in
2014
by
Mr.
Satyanarayan
Kommula;
Satyanarayana is Sole Proprietor of
the
Kommula
&
Co
having
office
at
Hyderabad and the
firm Does not have
any
branches.
Mr. Satyanarayan Kommula is having vast
experience
in
the
field
of
Accounting
&
Finance, Taxation, Auditing, Transfer Pricing
etc. And provides various services to his clients
related to Accounting and Book Keeping,
Internal
and
Statutory
Audits,
Taxation
advisory etc.
5 Disclosure of relationships between
directors (in case of appointment of a
director).
Nil

ASHWANI SINGH BISHT Digitally signed by ASHWANI SINGH BISHT Date: 2023.11.14 19:18:17 +05'30'

STATEMENT OF STANDALONE UNAUDITED FINANCIAL RESULTS FOR THE QUARTER AND HALF YEAR ENDED

Quarter Ended Rupees in Lakhs
30th Period Ended Year Ended
SLN
$\bf{0}$
Particulars September
2023
30th June
2023
30th
September
2022
30th
September
2023
30th
September
2022
31st March
2023
(Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Audited)
$\mathbf{I}$ Revenue from operations
Income from Operations 1,243.28 1,207.25 1,373.22 2,450.53 2,909.93 5,262.71
Total income from operations (net) 1,243.28 1,207.25 1,373.22 2,450.53 2.909.93 5,262.71
$\mathbf{H}$ Other Income 14.08 3.98 13.37 18.06 13.48 58.87
Total Income (I+II) 1,257.36 1.211.23 1,386.59 2,468.59 2,923.41 5,321.58
III Expenses
a) Cost of materials consumed 6.53 8.79 33.08 15.32 186.37 248.55
b) Changes in inventories of finished goods, work in
process and stock-in-trade (0.76) 0.52 4.20 (0.24) 1.64 24.93
c) Employee benefits expense 133.14 137.55 147.35 270.69 296.07 602.93
d ) Finance Cost ٠ 1,309.57 2,619.14
e) Depreciation and amortisation expense 14.10 19.00 105.49 33.10 212.16 2,619.14
f) Selling and Other expenses 1,142.96 994.85 1,093.56 2,137.81 2,198.07 417.80
Total expenses 1,295.96 1,160.71 2,693.25 2,456.68 5,513.45 4,191.38
IV Profit before exceptional items and tax (I+II-III) (38.60) 50.52 (1,306.66) 11.91 (2,590.04) 8,104.73
V Exceptional items 43.49 43.49 (2,783.15)
VI Profit Before tax (IV-V) (82.09) 50.52 (1,306.66) (31.58) (2,590.04) (15.752.20)
VII Tax expense: 12,969.05
a) Current tax expense for current year
b) Less : Reversal of Deferred tax liabilities 16.92 4.85 (17.06) 21.77
16.92 4.85 (17.06) 21.77 57.30 1,946.61
VIII Net Profit / (loss) for the period / year (VI-VII) (99.01) 45.67 (1, 289.60) (53.35) 57.30 1,946.61
(2,647.34) 11,022.44
IX Other Comprehensive Income
a) (i) Items that will be reclassfied to profit or loss
Total other Comprehensive Income ٠ 1,408.32 ٠ 3,079.74
1,408.32 $\overline{a}$ 3,079.74
X Total Comprehensive Income (VIII+IX) (99.01) 45.67
118.72 (53.35) 432.40 11.022.44
XI Paid Up Share Capital (Face Value of ₹ 1 each) 3,045.77 3,045.77
XII Other Equity as per Balance Sheet 3,404.89 3,045.77 3,404.89 3.045.77
(558.33) (14,224.07) (504.98)
XIII Earnings per equity share of Rs.10 Each
- Basic (Rs.)
- Diluted (Rs.) (0.03)
(0.03)
0.01 (3.79) (0.02) (7.78) 3.62
0.01 (3.79) (0.02) (7.78) 3.62
RAHMAYYA
For Bartronics India Limited
Identification
N Vidhya Sagar Reddy
Place : Hyderabad WINT Managing Director
Date: 14 11 2023 DIN: 09474749

$\mathsf{Place} : \mathsf{Hyderabad}$ Date: 14.11.2023

BARTRONICS INDIA LIMITED

$\bar{\mathcal{N}}$

REDACCOUNTY

Plot No. 193, 1st Floor, SV Chambers, Phase II, Kavuri Hills, Madhapur, Hyderabad-500 081, TS, India. Tel: 040 49269269, Fax: 040 49269246 CIN: L29309TG1990PLC011721, Email: [email protected] www.bartronics.com

India I USA I Singapore I UK

STATEMENT OF ASSETS AND LIABILITIES AS AT 30TH SEPTEMBER 2023 Rupees in Lakhs
SLNo Particulars 30th September
$-2023$
30th September
2022
31st March 2023
(Unaudited) (Unaudited) (Audited)
1
1
Assets
Non-Current Assets
a) Property, Plant and Equipment
b) Capital Work-in-Progress
210.41 1,250.93 382.55
c) Other intangible assets 1,216.34
d) Financial Assets 896.12 1.05
i) Investments 30,217.99
ii) Loans 870.25
iii) Other Financial assets 469.01 13,743.02 540.85
e) Deferred tax assets (Net) 157.43 2,068.52 179.20
Total Non-Current Assets 836.85 50,263.17 1,103.65
$\overline{2}$ Current Assets
a) Inventories 16.65 241.83 16.40
b) Financial Assets
i) Trade Receivables
ii) Cash and cash equivalents 37.25 76,636.71 225.84
iii) Bank balance other than cash and cash equivalents 209.30 626.46
3,484.63
399.33
iv) Loans 204.46 48.76 6.64
v) Other Financial Assets 139.13 147.62
Total Financial Assets 590.14 80,796.56 779.43
c) Current Tax Assets net 989.50 6,567.99 857.66
d) Other Current Assets 211.99 23.26
Total Current Assets
Non Current assets Held for Sale
1,201.49 6,567.99 880.92
Total Assets 100.00
2,745.13 1,37,869.55 2,780.40
п EQUITY AND LIABILITIES
A Equity
a) Equity Share Capital 3,045.77 3,404.89 3,045.77
b) Other Equity (558.33) (14.224.07) (504.98)
Total Equity 2,487.44 (10, 819.18) 2,540.79
B Liabilities
1 Non- Current Liabilities
a) Financial Liabilities
i) Provisions 0.82
$\overline{2}$ Total Non-Current Liabilities
Current Liabilities
÷ 0.82
a) Financial Liabilities
i) Borrowings 40,139.79
ii) Trade Pavable
a) total outstanding dues of micro and small enterprises
b) total outstanding dues of creditors other than micro and
small enterprises 4,463.01
iii) Other Financial Liabilities 220.68 182.79
Total Financial Liabilities 220.68 44,602.80 182.79
b) Other Current Liabilities 36.04 89,167.45 56.13
c) Provisions
Total Current Liabilities
0.97 14,917.66 0.69
Total Equity and Liabilities 257.69 1,48,687.91 239.61
2.745.13 1,37,869.55 2,780.40

PTPON

Place : Hyderabad Date: 14.11.2023

$5.10$ N Vidhya Sagar Reddy Managing Director
DIN : 09474749

REMANY)

BARTRONICS INDIA LIMITED

Plot No. 193, 1st Floor, SV Chambers, Phase II, Kavuri Hills, Madhapur, Hyderabad-500 081, TS, India. Tel: 040 49269269, Fax: 040 49269246 CIN: L29309TG1990PLC011721, Email: [email protected] www.bartronics.com

India USA Singapore UK

making businesses work

CASH FLOW STATEMENT

Summary of Cash Flow Statement for the Period Ended 30th September 2023

Particulars 30th September
2023
30th September
2022
31st March 2023
(Unaudited) (Unaudited) (Audited)
CASH FLOW FROM OPERATING ACTIVITIES
Net Profit Before Tax as per Profit & Loss Account
(31.58) (2.590.04) 12.969.05
Adjustments for
Exceptional items
43.49
Depreciation & Amortisation 33.10 212.16 (15, 752, 20)
417.80
Provision for Expected Credit Loss 108.06
Provision for Impairement of Bank Balance 18.35
Financial Expenses ×. 2,619.14 2,619.14
Interest income (17.91) (13.48) (58.87)
Operating Profit Before Working Capital Changes 153.51 227.78 194.92
Movement in Working Capital
(Increase)/ Decrease in Inventories (0.24) 149.65 173.70
(Increase)/Decrease in Trade Receivables 80.53 (441.14) (677.52)
Decrease/(Increase) in Long & Short Term Loans & Advances (446.56) (198.13) 0.00
Increase/(Decrease) in Current & Non Current Liabilities 0.29 2,860.55 (101.38)
Increase/(Decrease) in Long & Short Term Provisions 17.80 2.01 (0.00)
Cash Generated From Opeartaion (194.68) 2,600.72 (410.28)
Direct Taxes Paid
Cash from Operating Activities (A)
(194.68) 2,600.72 (410.28)
CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Fixed Assets (3.40) $\overline{a}$ (0.22)
Interest Received 26.40 13.48 58.87
Cash from Investment Activities (B) 23.00 13.48 58.65
CASH FLOW FROM FINANCING ACTIVITIES
Share Premium Received 2,769.94
Increase/ (Decrease) in Loan Funds 2,625.80 (2,995.31)
Impairement of Bank Balances (18.35)
Interest & Financial Charges (2.619.14)
Net Cash from financing activities (C) (18.35) 6.66 (225.37)
Net Increase in cash and cash equivalent (A+B+C) (190.03) 2.620.86 (577.00)
Opening Cash and Cash Equivalents
Cash and Cash Equivalent as on 30.09.2023
399.33 1,490.22 976.33
209.30 4,111.08 399.33
Components of Cash and Cash Equivalents
Cash in Hand
Foreign Currency 0.34
0.04
0.35
0.04
0.04
0.04
Balances with Banks:
In current accounts 220.98 2,828.35 392.96
In EEFC account 1.23 1.22 1.23
In Deposit accounts u, 649.00
Other bank balances 626.07
Margin Money deposits
'- In Dividend Account 5.06 5.06 5.06
227.65 4,110.08 399.33
Less: Impairement of Bank Balances (18.35)
Net Cash and Cash Equivalents 209.30 4,110.08 399.33

RAY For Formation

$\mathsf{Place} : \mathsf{Hyderabad}$ Date: 14.11.2023

BARTRONICS INDIA LIMITED

Plot No. 193, 1st Floor, SV Chambers, Phase II, Kavuri Hills, Madhapur, Hyderabad-500 081, TS, India. Tel: 040 49269269, Fax: 040 49269246 CIN: L29309TG1990PLC011721, Email: [email protected] www.bartronics.com

India USA G Singapore Q UK

making businesses work NOTES IN RELATION TO THE FINANCIAL RESULTS

    1. The above unaudited financial results for the quarter and half year ended 30th September 2023 have been reviewed by the Audit Committee and thereafter approved by the Board of Directors of the Company at their meeting held on 14th November 2023. The Statutory Auditors have conducted a "Limited Review" of these financial results in terms of Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
    1. The figures for the quarter ended 30th September 2023 and preceding quarter ended 30th September 2022 are the balancing figures between unaudited year to date figures for the half year ended 30th September and the unaudited published figures for the 3 months ended 30th June of the respective financial years. The figures for the corresponding periods have been regrouped and reclassified, wherever necessary to make them comparable.
    1. The above results have been prepared in accordance with Indian Accounting Standard 34 "Interim Financial Reporting" ("Ind AS 34") prescribed under Section 133 of the Companies Act read with relevant rules issued thereunder and other accounting principles generally accepted in India, as amended.
    1. Company's business relates to the providing Automatic Identification & Data Capture (AIDC) Solutions which in context of Indian Accounting Standards 108 (Ind AS 108) as notified under Section 133 of the Companies Act, 2013 is considered as the only segment.
    1. The Company has received the communication from BSE Limited and National Stock Exchange of India Limited related to the various SOP based non compliances. The Company has represented to the Market Regulators that the new Board of Directors and Management has been inducted based on the approved resolution plan by Honorable National Company Law Tribunal vide order dated 10th March 2022. The new management has received control on the Company with effect from 28th March 2023. The noncompliances pertains to the period prior to or during the Corporate Insolvency Resolution Period. The management has requested the waiver of the penalties.
    1. Exceptional Item as on 31st March 2023 represents the net difference between write back of liabilities/ provisions and write off of assets of the Company pursuant to the resolution plan approved by the Honourable National Company Law Tribunal, Hyderabad vide order dated 10th March 2022. Pursuant to implementation of the Resolution Plan, the Company has written off/derecognized or provided for impairment of its assets, based on management's estimate, to the extent not receivable/recoverable and written back/ derecognized its liabilities, based on management's estimate, to the extent not payable/extinguished/waived/cancelled to the Statement of Profit and Loss amounting to INR 15,752.20 Lakhs (net).

BARTRONICS INDIA LIMITED

Plot No. 193, 1st Floor, SV Chambers, Phase II, Kavuri Hills, Madhapur, Hyderabad-500 08 PASS, India. Tel: 040 49269269, Fax: 040 49269246 CIN: L29309TG1990PLC011721, Email: [email protected] www.ppgctonics.com

India USA Singapore UK

Exceptional Item for Quarter Ended 30th September 2023 represents an impairment allowance of ₹43.49 Lakhs recognized under Ind AS 36 "Impairment of Assets" on account of classification of certain components of Plant and machinery and related software as Assets held for Sale in accordance with Ind AS 105 "Non-Current Assets Held for Sale and Discontinued Operations".

making businesses work

TRONIC

  1. The current promoters and management of the Company took control of the Company on 28th March 2023, upon successful implementation of the Resolution Plan. Subsequently, it has been noticed that the subsidiaries are not being functional and current management do not have any control over those subsidiaries. In order to give a transparent view of the Company's Assets, the current management had written off such investments in previous quarters. Further, the Company confirms that this has not resulted in any adverse impact on the financials as there are no operations in these foreign subsidiaries. The management of the Company is in the process of regularizing the Compliances related to Foreign Subsidiaries and closure of such subsidiaries under the applicable legal framework in respective jurisdiction.

For Bartronics India Limited

Date: 14th November 2023 Place: Hyderabad

BRAHA For A IN U. Identification

N Vidhya Sagar Reddy Managing Director DIN: 09474749

RTRONICS INDIA LIMITED

Plot No. 193, 1st Floor, SV Chambers, Phase II, Kavuri Hills, Madhapur, Hyderabad-500 081, TS, India. Tel: 040 49269269, Fax: 040 49269246 CIN: L29309TG1990PLC011721, Email: [email protected] www.bartronics.com

India USA G Singapore G UK

Independent Auditor's Review Report on Unaudited Quarterly and Year to Date Financial Results of Bartronics India Limited pursuant to Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

To, The Board of Directors Bartronics India Limited

    1. We have reviewed the accompanying statement of unaudited financial results of Bartronics India Limited ("the Company"), for the quarter ended 30th September 2023 and for the period from 1st April 2023 to 30th September 2023 (the "Statement") being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended to the extent applicable.
    1. The Statement, which is the responsibility of the Company's Management and approved by the Board of Directors, has been prepared in accordance with recognition and measurement principles laid down in the Indian Accounting Standard 34 "Interim Financial Reporting" ("Ind AS 34") prescribed under Section 133 of the Companies Act, 2013 read with relevant rules issued thereunder and other accounting principles generally accepted in India. Our responsibility is to express a conclusion on the Statement based on our review.
    1. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Institute of Chartered Accountants of India ("ICAI"). This standard requires that we plan and perform the review to obtain moderate assurance as to whether the Statement are free of material misstatement. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
    1. Based on our review conducted as stated above, nothing has come to our attention that causes us to believe that the Statement prepared in accordance with aforesaid Indian Accounting Standards and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of Regulation 33 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 as amended, including the manner in which it is to be disclosed, or that it contains any material misstatement.

5. Emphasis of Matter

Attention is invited to:

  • a) Balances with certain debtors, banks balances, deposits with banks and others and balances with Government authorities (Central Board of Indirect Taxes and Customs, Central Board of Direct Taxes, State Electricity Board and Department of Labour) in the books of accounts. As part of the implementation of the Resolution Plan, some of these balances have been impaired. However, the management of the Company is in the process of identifying and communicating with the respective parties and regulatory authorities and reconciling variations, if any.
  • b) Implementation of the Resolution Plan and impairment assessment of certain financial assets and liabilities. As part of the implementation of the Resolution Plan, the Management has written off and written back certain foreign currency assets and liabilities in the books of accounts, which would require relevant approval from the Reserve Bank of India (RBI). As represented to us, the Management is in the process of making suitable representations and filings with the Regulatory Authority.
  • c) Note 5 to the financial results regarding penalties levied by BSE Limited and National Stock Exchange of India Limited, on account of certain non-compliances under relevant provisions of the Companies Act, 2013 and the SEBI Act, 1992, and relevant regulations prior to or during the Corporate Insolvency and Resolution Period. The Company has received communication from BSE Limited and National Stock Exchange of India Limited in respect of such non-

Chennai - 600 014. India. E: [email protected] | www.brahmayya.com

48, Masilamani Road, Balaji Nagar, Royapettah, T: +91 - 044 - 2813 1128/38/48 | F: +91 - 044 - 2813 1158

compliance and penalty of ₹ 92.13 Lakhs has been imposed on the Company. As detailed in the note, the Company has requested for the waiver of the same.

Our review conclusion is not qualified in respect of these matters.

    1. Attention is drawn to the fact:
  • a) The review of unaudited financial results for the quarter ended 30th June 2023, quarter ended 30th September 2022, and for the period from 1st April 2022 to 30th September 2022, were carried out by Other Chartered Accountants, who have issued unmodified reports, dated 14th August 2023 and 14th November 2022 respectively.
  • b) The financial results for the year ended 31st March 2023, were audited by Other Chartered Accountants who have issued an unmodified opinion vide report dated 30th May 2023.

The above mentioned reports have been furnished to us by the management, which have been relied upon by us for the purpose of review of this Statement. Our review report is not modified in respect of this matter.

For Brahmayya & Co., Chartered Accountants Firm Registration No. 000511S

Chartered Accountants

Lokesh Vasudevan Partner Date : 14th November 2023 UDIN: 23222320BGYUXY2298

Place : Singapore Membership No. 222320