Centum Electronics Ltd — Audit Report / Information 2025

May 22, 2025

Ref: CEL/NSEBSE/BM/22052025 22nd May, 2025

To,

Listing Department,	Department of Corporate Services - Listing
National Stock Exchange of India Limited	BSE Limited
Exchange Plaza,	P. J. Towers,
Bandra Kurla Complex,	Dalal Street,
Bandra (East), Mumbai – 400 051	Mumbai – 400 001

Re: Scrip Symbol: CENTUM/ Scrip Code: 517544

Dear Sir/ Madam,

Sub: Outcome of the Board Meeting

This is in continuation to our communication letter dated 15th May, 2025 and pursuant to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a Meeting of the Board of Directors of the Company was held as scheduled today, i.e. 22nd May, 2025 and the Board inter-alia took the following decisions:

1. Considered and approved the audited financial results (standalone and consolidated) for the fourth quarter and year ended 31st March, 2025 along with the Audit Report of the Statutory Auditors of the Company.

The financial results are enclosed pursuant to Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Pursuant to Regulation 33(3)(d) of SEBI Listing Regulations, 2015, we hereby declare that the Audit Reports issued by the Statutory Auditors on the audited financial statements of the Company as stated above are with unmodified opinion.

• 1. Recommended a final Dividend of Rs.6/- (i.e 60 %) per equity share of Rs.10/- each on the fully paid-up equity share capital of the Company and which is subject to approval of Shareholders in the ensuing Annual General Meeting of the Company. The Dividend will be paid within 30 days from the date of Shareholders approval in the ensuing Annual General Meeting of the Company.
• 1. Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors of the Company approved the appointment of Dr. Udayant Malhoutra (DIN:

00053714) as an Additional Director in the capacity of Independent Director w.e.f 22nd May, 2025, for a term of five years, subject to the approval by the Shareholders of the Company.

• 1. Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors approved the reappointment of Mr. Apparao V Mallavarapu (DIN: 00286308) as Chairman and Managing Director of the Company for a period of 5 years with effect from 1st August, 2025 pursuant to provisions of Section 196, 197 & 203 read with Schedule V and other applicable provisions, if any, of the Companies Act, 2013 which is subject to approval of Shareholders.
• 1. Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors approved the redesignation of Mr. Nikhil Mallavarapu (DIN: 00288551) from Executive Director to Joint Managing Director of the Company, with effect from 22nd May, 2025 subject to approval of Shareholders.

Compliance with Regulation 17(1C) and Regulation 25(2A) of the Listing Regulations, as well as the relevant provisions of the Companies Act, 2013, shall be followed.

1. Based on the recommendation of Nomination and Remuneration Committee and approval of the Audit Committee, the Board of Directors of the Company appointed Mr. Sundararajan Parthasarathy as Chief Financial Officer (Key Managerial Personnel) of the Company with effect from September 1, 2025.

Further, we wish to inform you that Mr. K S Desikan, Chief Financial Officer of the Company has been associated with the Company for more than two decades. He contributed significantly to Company's growth through his expertise in Finance & Accounting, Strategy and IT. Since, he is approaching the age of superannuation and will retire on August 31, 2025, the Board is taking proactive steps to ensure a smooth transition of his responsibilities and part of Company's succession plan for key position. Post Mr. Desikan's retirement on August 31, 2025, Mr. Sundararajan Parthasarathy will take over as Chief Financial Officer and Key Managerial Personnel (KMP) of the Company under Section 203 of the Companies Act, 2013 and applicable SEBI Listing Regulations, with effect from 1st September, 2025.

The details as required under Regulation 30 of the Listing Regulations read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023, for the appointment, reappointment and redesignation are as follows:

The Meeting started at 10.45 A.M. and concluded at 05:55 PM.

Kindly take the same on your records.

Yours faithfully, For Centum Electronics Limited

INDU H S Digitally signed by INDU H S Date: 2025.05.22 18:19:20 +05'30'

Indu H S Company Secretary & Compliance Officer ICSI Membership No. F12285 Encl: as above

Centum Electronics Limited

Ref: CEL/NSEBSE/BM/22052025 22nd May, 2025

To,

Listing Department,	Department of Corporate Services - Listing
National Stock Exchange of India Limited	BSE Limited
Exchange Plaza,	P. J. Towers,
Bandra Kurla Complex,	Dalal Street,
Bandra (East), Mumbai – 400 051	Mumbai – 400 001

Re: Scrip Symbol: CENTUM/ Scrip Code: 517544

Dear Sir/ Madam,

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

I, K S Desikan, (Chief Financial Officer) of Centum Electronics Limited (CIN: L85110KA1993PLC013869) (the Company) having its registered office at address KHB Industrial area, No. 44, 1st Main Road, Yelahanka New Town, Bengaluru, Karnataka 560 106, hereby declare that S.R. Batliboi & Associates LLP (ICAI FRN-101049W/E300004), Statutory Auditors of the Company, have issued an Audit Report with unmodified opinion on the audited financial results of the Company (Standalone and Consolidated) for the year ended March 31, 2025. This declaration is given in compliance to Regulation 33(3)(d) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended by the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2016 and SEBI Circular No. CIR/CFD/CMD/56/2016 dated May 27, 2016.

Kindly take the same on your records.

Yours faithfully, For Centum Electronics Limited

KARUNILAM SRINIVASAN DESIKAN

Digitally signed by KARUNILAM SRINIVASAN DESIKAN Date: 2025.05.22 18:17:11 +05'30'

K S Desikan Chief Financial Officer

Centum Electronics Limited

S.R. BATLIBOI & ASSOCIATES LLP

Chartered Accountants

12th Floor "UB City" Canberra Block No. 24, Vittal Mallya Road Bengaluru • 560 001, India Tel : +91806648 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

Centum Electronics Limited

Report on the audit of the Standalone Ind AS Financial Results

Opinion

We have audited the accompanying statement of quarterly and year to date standalone Ind AS financial results of Centum Electronics Limited (the "Company") for the quarter ended March 31 , 2025 and for the year ended March 31, 2025 ("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:

• 1. is presented in accordance with the requirements of the Listing Regulations in this regard; and
• 1. gives a true and fair view in conformity with the applicable accounting standards and other accounting principles generally accepted in India, of the net profit and other comprehensive income and other financial info1mation of the Company for the quarter ended March 31 , 2025 and for the year ended March 3 1, 2025.

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 Ind AS Financial Results" section of our repo1t. 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.

Management's Responsibilities for the Standalone Ind AS Financial Results

The Statement has been prepared on the basis of the standalone annual financial statements. The Board of Directors of the Company are responsible for the preparation and presentation of the Statement that gives a true and fair view of the net profit and other comprehensive income of the Company and other financial information in accordance with the applicable accounting standards prescribed under Section I 33 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 ir~ ula 1 ··1!i'~; selection and application of appropriate accounting policies; making judgments and

S.R. BATL/B01 & ASSOCIATES LLP

Chartered Accountants

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 e1Tor.

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 Ind AS 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 en-or 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 ove1Tide of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.
• Conclude on the appropriateness of the Board of Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material unce1tainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the Statement, including the disclosures, and whether the Statement represents the underlying transactions and events in a manner that achieves fair presentation.

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 al~o provide those charged with governance with a statement that we have complied with relevant l 1\$~a\q-- • • ents regarding independence, and to communicate with them all re lationships and other

S.R. BATL/B01 & ASSOCIATES LLP

Chartered Accountants

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 , 2025 being the balancing figure between the audited figures in respect of the full financial year ended March 31 , 2025 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. BA TLIBOI & ASSOCIATES LLP Chattered Accountants ICAI Firm Registration Number: 101049W/E300004

t.1:/::,i~ Agrawal Pa1tner Membership No. : 056102

UDIN: 25056102BMMHDR2898

Place of signature: Bengaluru Date: May 22, 2025

		Centum Electronics Limited Corporate Identity Number (CIN): L85110KA1993PLC013869 Regd. Office: No. 44, KHB Industrial Area, Yelahanka New Township, Bengaluru - 560 106 Phone: $+91-80-41436000$ Fax: $+91-80-41436005$ Email: investors@centumelectronics.com Website : www.centumelectronics.com
	Statement of Standalone Ind AS financial results for the quarter and year ended March 31, 2025
						(Rs.in million)
			Ouarter ended		Year ended	Year ended
šI. Vo.	Particulars	March 31, 2025	December 31, 2024	March 31, 2024	March 31, 2025	March 31, 2024
		Refer note 10	(Unaudited)	Refer note 10	(Audited)	(Audited)
	Income (a) Revenue from operations
	(i) Sales/Income from operations (refer note 8)	2.685.83	806.06	1.681.89	7.479.31	6,320.55
	(ii) Other operating income	8.93	1.42	2.67	19.07	7.43

	(ii) Stilet operating income					1.1.14
	(b) Other income	31.53	3.87	39.94	44.88	46.87
	(c) Finance income	6.48	6.03	5.60	25.07	20.35
	Total income	2,732.77	1,817.38	1,730.10	7,568.33	6,395.20
2	Expenses
	(a) Cost of materials consumed	1,738.11	1,129.29	944.57	5,240.67	4,184.83
	(b) (Increase)/ decrease in inventories of work-in-progress and finished goods	(30.15)	109.50	139.03	(292.70)	(149.92)
	(c) Employee benefit expenses	349.52	238.75	275.55	1.026.19	960.15
	(d) Depreciation and amortisation expenses	43.13	46.76	47.06	186.11	184.35
	(e) Finance costs	63.67	52.36	50.01	191.51	180.19
	(f) Other expenses	169.92	116.91	155.01	504.52	545.62
	Total expenses	2,334.20	1,693.57	1,611.23	6,856.30	5,905.22
	Profit/(loss) before tax (1-2)	398.57	123.81	118.87	712.03	489.98
	Tax expenses (a) Current tax	156.04	(8.31)	41.34	246.28	151.62
	(b) Tax relating to earlier years	1.79			1.79	3.70
	(c) Deferred tax (credit) /charge	(55.05)	40.95	(9.55)	(63.99)	(27.86)
	Total tax expenses	102.78	32.64	31.79	184.08	127.46
	5 Profit/ (loss) for the period $(3\pm 4)$	295.79	91.17	87.08	527.95	362.52
	6 Other comprehensive income/(expenses) (net of tax)
	(a) Other comprehensive income not to be reclassified to profit or loss in subsequent periods:
	(i) Re-measurements (losses)/ gains on defined benefit plans	(1.48)	1.23	(0.81)	2.16	4.60
	(ii) Income tax effect on above	0.38	(0.31)	0.15	(0.54)	(1.21)
	(b) Other comprehensive income to be reclassified to profit or loss in subsequent periods:
	(i) Net movement effective portion of cash flow hedge (ii) Income tax effect on above	$\sim$		(0.23) 0.06		(0.22) 0.06
	7 Total comprehensive income for the period (comprising profit/ (loss) and other	294.69	92.09	86.25	529.57	365.75
	comprehensive income (net of tax) for the period $(5\pm6)$ )
	8 Paid up equity share capital	147.07	128.97	128.88	147.07	128.88
	(Face value-Rs.10 per share)
	9 Other equity	$\hat{\phantom{a}}$		$\blacksquare$	5,492.03	2,995.00
	10 Earnings per equity share* (of Rs. 10 each):
	$(a)$ Basic $(Rs.)$	22.31	7.07	6.76	40.66	28.13
	$(b)$ Diluted $(Rs.)$	22.12	7.00	6.68	40.31	27.82

*Not annualised for the quarters

$\begin{bmatrix} \text{SI.} \ \text{No.} \end{bmatrix}$

	Notes to Stnndalonc Ind AS financial results for· the Quarter and year ended March 3 1, 2025
	I. Statement of Standalone assets and liabilities		(Rs.in m illion)
S.No.	Particulars		March 31 2025 March 31 , 2024
		(Audited)	(Audited)
I	Assets
	( l ) Non-current assets (a) Properly, plant and equipment
	(b) Capital work-in-progress	1,034.08 76.37	1,053.03
	(c) Goodwill	36.35	2.87 36.35
	(d) Other intangible assets	7.96	17.59
	(e) Right-ot~use assets	16.67	22.84
	(t) Financial assets
	(i) Investments (rci'cr note 6)	1,538.83	1,0808 1
	(ii) Other financial assets	2 18.88	157.70
	(g) Deferred tax assets (net)	152.27	88.82
	(h) Non-current lax assets (net)	9.38	9.38
	(i) Other assets	26.39	10.24
	Totnl non-current nsscts	3, 11 7.18	2 4 79.63
	(2) Cu,.,.cnt assets
	(a) Inventories	3,267.74	2,874. 16
	(b) Financial assets
	(i) Trade receivables	3, 139. 10	2,202.63
	(ii) Cash and cash equivalents	477.84	129.50
	(iii) Bank balances other than cash and cash equivalents	6 12.39	234.58
	(iv) Loans (v) Other financial assets	IOOO	10.00
	(c) Other assets	52.96 474. 15	19 04
	Total current assets	8,034. 18	278.48 5,748.39
	Total assets (1 +2)	11 ,151.36	8,228.02
II	Equity and liabilities
	( I ) Equity
	(a) Equity share capital	147 07	128.88
	(b) Other equity	5,492.03	2,995 00
	Total equity	5,639. 10	3, 123.88
	Liabilities
	(2) Non-current liabilities
	(a) Financial liabil ities
	(i) IJorrowings	77.96	102.62
	(ii) Lease liabilities		2.70
	(b) Government grants	I 1.02	16.40
	(c) Net employee defined benefit liabil ities	37.09	49.88
	(d) Other liabil ities		563.37
	Total 11011 current liabilities	126.07	734.97
	(3) Current liabilities
	(a) Financial I iabililies (i) Borrowings
	(ii) Lease liabilities	883. 13	1,068.10
	(iii) Trade payables	330	2.25
	Total outstanding dues of micro enterprises and small enterprises	202.38	73.78
	Total outstanding dues or creditors other than micro enterpri ses and small enterprises	1,453.92	1,420.26
	(iv) Other financial liabilities	283.84	159.36
	(b) Government grants	5.53	8.03
	(c) Other liabilities	2,270.98	1,500.55
	(cl) Net employee defined benefit liabil ities	7.97	7.90
	(e) Provisions	140. 11	81.04
	(f) Liabilities for current tax (net)	135.03	47.90
	Total c111Te1H liabilities	5,386. 19	4,369.17
	Total e1111itv and liabilities (1+2+3)	11 ,151.36	8,228.02

2. Statement of Stnnd:,lorrc cash nows for tire yenr ended March 3 1, 2025		(Rs. in million)
Purticulars	March 3 1, 202S	Murch 31, 2024
,\, C ASII FLOW FROM OPERATING ACTIVITIES
Profit/ (loss) before lax	7 12.03
Non-cash adjustments to reconcile 1•rolit / (loss) before tax to net cash nows:		489.98
Depreciation and amortisation expenses	186. 11	184 ,35
Provisions 110 longer required. written back	(0.98)	(25.99)
1:air value loss/ (gain) on linancial ins1rumcnts		0,22
Net foreign exchange clifTcrenccs (unrealised)	( 1,05)	(2.20)
(Gain)/ loss 011 sale/discard of propcr1y, plan I and equipment		( 1.07)
Provision for expected credit loss / bad debts wrillcrr om doubt lid advances	6.56
Provision for invtmlory obsolescence	58.84	(9 .88)
Provision for onerous contract	48.53	8.24
Government grants	(7.87)	(8. 16)
Employee share based compensation cost Impairment ofnon-cL1rrent invest1ne11ts	14.15	2 1.68
Share issue expenses	2.79	13.26
Finance income	(25.07)	(20.35)
Fin.mcc cos1s	19 1 51	180 19
Ope rating profit before working c,q,ital changes	1, 185.55	830.28
Working capital adjustments:
( Increase)/ decrease in i11vcntorics	(452.42)	(547.39)
( Increase)/ decrease in trade receivables	(937 .66)	(97.2 1)
(Increase)/ decrease in 11 0 11 current/ cu1Te11t financial assets, lonns and other assets	(235.79)	(7 5.23)
Increase/ (decrease) in trade payables, non current/ current provisions, financial liabilities and other liabiliIics	41 5.98	954.46
Cash genenlfed (used irr)/ from opcrntiorrs Direct laxes paid (rr el of relirnds)	(24.34)	1,064.91
Net cash flow (used in)/ from operating activities	( 174.09 I 198.43	(228. 13) 836.78
B. CASII FLOW FROM INVESTING ACTIVITIES
Purchase ofpropc11 y, plant and equipment, including intangible asscls and capital advances	( 149. 15)	(225.5 1)
Proceeds from sale of property, plant arrd equipment		1.65
Purchase of non-current investments	( 458.02)	(33 1.09)
Investment irr bank deposits (having original maturity of more lhan three months) and other bank balances (net)	(440.45)	(119.40)
Interest income received Repayment or loans granted	27.60	8,96 10.00
Net cnsh now (used in) / from investing activities	( I 020.02)	{655.39'
C CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from issue of cquily shares	2,100.00
Transaction cost on issue of equity shares (including taxes)	( 100.53)
Proceeds from long tcnn bon-owings Repayment of long term borrowings	46.21 (54.62)	154.32
Payment ofprirrcipal po11ion ofl ease liabilities	(2.5 1)	(3.84)
Payment of interest portion of lease liabilities	(0.53)	(0.98)
(Repayment)/ proceeds of' short te1111 borrowings (rret)	(2 I 0.65)	42.39
r:inancc costs paid	( 174.63)	(170. 10)
Dividend paid (including amount transferred to Investor Education & Protection Fund)	(38.93)	(90.67)
Net cash flow from/ (used in) financing ac tivities	I 563.81	(68.88)
Net increase/ (decrease) in cash and cash equivalents (A+B+C)	345 3 6	112.5 1
C.ish and cash equivalents at the beginning of the year	109.40	(3.33)
Effect of exchange differences on cash and c.ish equivalents held in foreign currency		0.22
Cash arrd cash equivalents at the errd of the year	454.76	109.40
Com porrcrrts of c:ish arrd cash equivalents for the purpose of cash now statement
Cash 0 11 hand Balance with banks	0.35 477.49	1. 13 128.37
Overdrnf-l from banks	(23.08)	(20.10)
Total cash arrd cash equivalents for the 11un1ose of cash now statements	454,76	109.40

Notes to the Stnndalonc Ind AS finuncinl results for 1hr c1u11rtrr nntl ycnr ended Murch JI, 2025

• 3 Investors can Yicw the standalone Incl J\S financial results of Ccnt11111 Electronics Limited ("the Company") on the Company's website www.ccnturnclcctro11ics.co111 or on the websites or USE (www.bscindia.com) or NSE (www.nsc-i1uJia.com).
• 4 The Com1n111y is an integrated business 1111it which addresses th!! Electronics System Design and Manufocturing ("ESDM") nnd accordingly there is only one rc1>0n:.,blc segment called ESDM in accordance with the requirement of Ind AS 108 - "Operating segments''.
• The accompanying siandalone Ind AS financial results of the Compm1y for the quaner and year ended March 31, 2025, have been reviewed by the Audit Connnittee in their meeting on May 2 1, 2025 aml approved by the Board of Directors in I heir meeting held on May 22, 2025.
• 6 The Company has investments in Centum Electronics UK Limited. which in tum has made investment in C'cntum T&S Group SI. Ccntmn T&S Group SA and i1s underlying subsidiaries have incurred losses leading to erosion ofnetworth ,md the carrying value of the investment of Rs. 1,537.83 million continues to be higher than the net worth ofCentum T&S Group SI. However, based on internal assessment perfonned with regard to future business operations and valuation by an expert. the management of the Company is or the view lhat there is no impairment in tJ1is regard
• 7 During the quarter ended March 3 1, 2025, the f und Raising Committee of the Board o f Directors at its 111eeting held on March 10, 2025 and March 13, 2025 approved the issue and allotment of 1,810,345 equity shares having face value of Rs. 10 each through Qualified lnsti1ut1onal Placement ( .. QIP'') under !he provisions of Chapter VI of the Securities and Exchau1:;c Uoar<l of l11dia (Issue of Capital and Disclosure Requircmen1s) Regulation, 2018, as mnendcd ( .. SEBJ ICDR Rc!!,ulatiou··) and Section 42 and 62 of the Co111pa111es Act, 2013, including the rules made thereunder (as amended) to the eligible Qualified Institutional Buyers (QIO), at the issue price of Rs. 1.160 per ec1uity share (including a premium or Rs. I, 150 per equity share), aggregating to approximately Rs. 2,100.00 million which took into account a discount of Rs. 59.65 per equity share (i.e. within 5% of the 0oor price), as permilted in tcnns of Regulation 176 (I) of Chapter VI of the SEBI ICDR Regulations.

The aforesaid proccccls li-0111 issue or equity shares (net or share issue expenses) of Rs. 1,999.47 million has been utilised lowards rcpaymcnt/prcpaymcnt, i11 full or in part of cerl<1i11 outstanding borrowings a\lailed by the Company. The untilised ru11ds from QJP amounting 10 Rs. 450.00 million has been placed in lixcd deposits with hanks anti Rs. 447. 13 million in olher bnnk balances as at March 3 1. 2025. The share issue expenses directly attributable to the snid transaction have been ndjusted against Securities Premium as per Ind AS 32 mal Section 52 of the Companies Act, 2013.

• 8 Revenue from operations includes Rs. 15.45 million and Rs. 138.69 million accounted in respect of contracts with certain customers on net basis in accord ance with Ind AS 115 during the quarter and year ended March 31 , 2025 respectively. The gross value of invoicing in respect of such con1ract is Rs. 113.05 million and Rs. 8 19 .42 million during the quarter and year ended March 31 , 2025 respectively.
• 9 The Board of Directors of the Company at their meeting held on May 22, 2025 have recommended dividend of Rs.6 per equity share for the financial year ended March 31. 2025 which is subject lo appro\lal of the shareholders at the ensuing Annual General Meeting of the Company.
• IO The figures of the quarter ended March 31 of the current and previous year in the standalone Ind AS financial results are the balancing figures bchveen the audited figures in respect of the full financial years and the unaudited published year 10 date figures for the nine months ended December 3 1 for the respective years, being the date or the end of the third quai1er of the financial year which were subjected to limited review.

Place : Bengal uru, India Date : May 22, 2025

Fol' Cenlum Electronics Limited

Ap1mrao V Mnllavarnpu Chairman and Managing Director

S.R. BATL/B01 & ASSOCIATES LLP 12th Floor

Chartered Accountants

"UB Ci ty" Canberra Block No. 24, Vittal Ma llya 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 Centum Electronics Limited

Report on the audit of the Consolidated Financial Results

Opinion

We have audited the accompanying statement of quaiterly and year to date consolidated financial results of Centum Electronics Limited ("Holding Company") and its subsidiaries (the Holding Company and its subsidiaries together referred to as "the Group") and its associate for the quarter ended March 31, 2025 and for the year ended March 3 1, 2025 (" 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/ financial results/financial infonnation of the subsidiaries/ associate, the Statement:

• 1. includes the results of the following entities
• a. Centum Electronics Limited (Parent / Holding Company)
• b. Centum Electronics UK Limited
• c. Centum T&S Group Societe Anonyme (S.A.)
• d. Centum T &S (Centum Technologies ET Solutions)
• e. Centum R&D (Centum Recherche Et Developpement)
• f. Centum T&S (Centum Technologies ET Solutions)
• g. Centum E&S (Centum Equipements ET Systemes)
• h. Centum Adetel Transportation System
• i. Centum Technologies ET Solutions Societe a responsabilite limite (SRL)
• j. Centum T &S Private Limited, India
• k. Ausar Energy SAS (Associate)
• 1. are presented in accordance with the requirements of the Listing Regulations in this regard; and
• 1. gives a true and fair view in conformity with the applicable accounting standards, and other accounting principles generally accepted in India, of the consolidated net profit/ (loss) and other comprehensive income/ (loss) and other financial information of the Group for the quarter ended March 31 , 2025 and for the year ended March 3 I, 2025.

S.R. BATL/B01 & ASSOCIATES LLP

Chartered Accountants

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.

Management's Responsibilities for the Consolidated Financial Results

The Statement has been prepared on the basis of the consolidated annual financial statements. The Holding Company's Board of Directors are responsible for the preparation and presentation of the Statement that give a true and fair view of the net profit/ (loss) and other comprehensive income/ (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 their respective company(ies) and for preventing and detecting frauds and other irregularities; se lection 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 their respective company(ies) to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management 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 their respective company(ies).

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.

S.R. BATLIBOI & ASSOCIATES LLP

Chartered Accountants

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.
• Conclude on the appropriateness of the Board of Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group and its associate to continue as a going concern. If we conclude that a material unce11ainty exists, we are required to draw attention in our auditor's repo11 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 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 consolidated financial results/ financial info1mation of the entities within the Group and its associate of which we are the independent auditors to express an opinion on the Statement. We are responsible for the direction, supervision and performance of the audit of the financial infonnation 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 Master Circular issued by the Securities Exchange Board of India under Regulation 33 (8) of the Listing Regulations, to the extent applicable.

S.R. BATLIBOI & ASSOCIATES LLP

Chartered Accountants

Other Matter

The accompanying Statement includes the audited financial statements and other financial information, in respect of two subsidiaries located outside India ( one of the said subsidiary has six underlying subsidiaries and one associate), whose financial statements include total assets of Rs 4,783.73 million as at March 31 , 2025 , total revenues of Rs 1,073.22 million and Rs 4,364.58 million, total net loss after tax of Rs. 93.17 million and Rs. 429.95 million, total comprehensive loss of Rs. 67.86 million and Rs. 399.39 million, for the qua11er and the year ended on March 3 I, 2025, and net cash outflows of Rs.188.46 million for the year ended March 31 , 2025 (before adjustments for consolidation), as considered in the Statement which have been audited by their respective independent auditors.

The independent auditor's repo11 on the financial statements/ financial information 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 are based solely on the reports of such auditors and the procedures perfonned by us as stated in paragraph above .

These subsidiaries are located outside India whose financial statements and other financial information have been prepared in accordance with the accounting principles generally accepted in their respective countries and which have been audited by other auditors under generally accepted auditing standards applicable in their respective countries. The Holding Company's management has conve11ed the financial statements of such subsidiaries and associate located outside India from accounting principles generally accepted in their respective countries to accounting principles generally accepted in India. We have audited these conversion adjustments made by the Holding Company's management. Our opinion in so far as it relates to the balances and affairs of such subsidiaries located outside India is based on the repo11 of other auditors and the conversion adjustments prepared by the management of the Holding Company and audited by us.

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 qua11er ended March 31 , 2025 being the balancing figures between the audited figures in respect of the full financial year ended March 31 , 2025 and the published unaudited year-to-date figures up to the end of the third qua11er 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

~ Aga,wal Partner Membership No.: 056102

UDIN: 25056102BMMHDP7779 Place of Signature: Bengaluru Date: May 22, 2025

		Centum Electronics Limited Corporate Identity Number (CIN): L85110KA1993PLC013869 Regd. Office: No.44, KHB Industrial Area, Yelahanka New Township, Bengaluru - 560 106
		Phone: +91-80-41436000 Fax: +91-80-41436005 Email: investors@centumelectronics.com Website : www.centumelectronics.com Statement of Consolidated Ind AS financial results for the quarter and year ended March 31, 2025
							(Rs. in million)
SI.No.		Particulars	March 31, 2025	Quarter ended December 31, 2024	March 31, 2024	March 31,	Year ended March 31,
			Refer note 12	(Unaudited)	Refer note 12	2025	2024
	$\mathbf{I}$	Income				(Audited)	(Audited)
		(a) Revenue from operations (i) Sale of products and services (refer note 9)
		(ii) Other operating income	3,656.95 30.43	2.754.73 58.72	2,838.57 130.36	11,308.64 245.53	10,482.46 425.74
		(b) Other income	29.81	16.98	31.79	60.75	45.91
		(c) Finance income Total Income	6.65	6.15	5.88	26.33	22.23
			3,723.84	2,836.58	3,006.60	11,641.25	10,976.34
	$\overline{2}$	Expenses
		(a) Cost of materials consumed (b) (Increase)/ decrease in inventories of work-in-progress and finished goods	1,945.45	1,395.83	1,385.64	6,222.71	5,446.42
		(c) Employee benefit expenses	(11.10) 1,025.33	125.21 882.34	125.87 951.54	(266.91) 3,637.15	(191.51) 3,671.16
		(d) Depreciation and amortisation expenses (e) Finance costs	100.86	105.65	120.23	440.82	452.74
		(f) Other expenses	97.54 312.18	78.88 216.61	97.36 324.52	329.02	346.31
		Total expenses	3,470.26	2,804.52	3,005.16	994.11 11,356.90	1,123.65 10,848.77
	3	Share of profit / (loss) of associate					×
	$\overline{4}$	Profit/ (loss) before exceptional items and tax expense $(1+2+3)$	253.58	32.06	1.44	284.35	127.57
	5	Exceptional items (refer note 7 and 10)	44.73	(193.05)	(48.79)	(148.32)	(48.79)
		6 Profit/ (loss) before tax $(4\pm5)$	298.31	(160.99)	(47.35)	136.03	78.78
	$\overline{7}$	Tax expenses
		(a) Current tax (b) Tax relating to earlier years	156.04	(8.31)	35.92	246.28	158.21
		(c) Deferred tax (credit)/expense	1.79 (74.77)	40.29	(14.32)	1.79 (92.77)	3.70
		Total tax expenses	83.06	31.98	21.60	155.30	(55.58)
	8	Profit/(loss) after tax $(6±7)$	215.25	(192.97)	(68.95)	(19.27)	106.33 (27.55)
	9	Other comprehensive income/ (expenses) (net of tax) (a) Other comprehensive income not to be reclassified to profit or loss in subsequent periods:
		(i) Remeasurement (losses)/ gains on defined benefit plans (ii) Income tax effect on above	(1.19) 0.29	1.22 (0.31)	(1.45) 0.30	2.45	4.28
		(b) Other comprehensive income to be reclassified to profit or loss in subsequent periods:				(0.63)	(1.14)
		(i) Exchange (loss)/ gain on translating the financial statements of foreign operations (ii) Income tax effect on above	(10.28)	28.99	10.85	7.35	19.37
		(iii) Net movement on effective portion of cash flow hedge		×. ä	(0.22)
		(iv) Income tax effect on above			0.06	Ù,	(0.22) 0.06
		Total other comprehensive income/ (expenses) (net of tax)	(11.18)	29.90	9.54	9.17	22.35
		Total comprehensive income for the period, net of $\text{tax}(8\pm9)$	204.07	(163.07)	(59.41)	(10.10)	(5.20)
11		Total comprehensive income attributable to: (a) Equity holders of the parent
		(b) Non-controlling interest	215.36 (11.29)	(138.96) (24.11)	(45.52) (13.89)	33.86 (43.96)	40.98
		Total comprehensive income for the period	204.07	(163.07)	(59.41)	(10.10)	(46.18) (5.20)
12		Paid up equity share capital (Face value - Rs 10 per share)	147.07	128.97	128.88	147.07	128.88
		13 Other equity	$\overline{a}$	×	÷	3,905.16	1,903.84
		14 Earnings per equity share* (EPS) (of Rs. 10 each) :
		(a) Basic $(Rs.)$ $(b)$ Diluted $(Rs.)$	16.92	(12.79)	(4.18)	1.89	1.38
		*Not annualised for the quarters	16.92	(12.79)	(4.18)	1.89	1.36

	Notes to Consolidated Ind AS financial results for the quarter and year ended March 31, 2025
	1. Statement of Consolidated assets and liabilities		(Rs. in million)
SI.No.	Particulars	As at March 31, 2025	As at March 31, 2024
		(Audited)	(Audited)
A	Assets (1) Non-current assets
	(a) Property, plant and equipment	1,095.93	1,126.04
	(b) Capital work-in-progress	76.37	2.87
	(c) Goodwill (refer note 6)	412.58	412.58
	(d) Other intangible assets (refer note 6)	237.57	314.67
	(e) Intangible assets under development (refer note 6)	74.09	100.99
	(f) Right-of-use assets	427.86	529.77
	(g) Financial assets
	(i) Investment in associates (refer note 10)		84.17
	(ii) Other investments	0.57	0.55
	(iii) Other financial assets	335.62	275.64
	(h) Deferred tax assets (net)	189.21	102.48
	(i) Non-current tax assets (net)	36.65	13.43
	(j) Other assets	131.72	74.59
	Total non-current assets	3,018.17	3,037.78
	$(2)$ Current assets (a) Inventories	3,474.08	3,173.77
	(b) Financial assets
	(i) Trade receivables	3,065.37	2,279.77
	(ii) Cash and cash equivalents	677.64	481.21
	(iii) Bank balances other than cash and cash equivalents	612.39	234.58
	(iv) Other financial assets	490.51	440.82
	(c) Other assets	1,056.30	990.11
	Total current assets	9,376.29	7,600.26
	Total assets $(1+2)$	12,394.46	10,638.04
B	Equity and liabilities
	Equity
	(a) Equity share capital	147.07	128.88
	(b) Other equity	3,905.16	1,903.84
	Equity attributable to equity holders of the parent	4,052.23	2,032.72
	Non-controlling interests	(109.58)	(65.62)
	$(1)$ Total equity	3,942.65	1,967.10
	Liabilities
	(2) Non-current liabilities
	(a) Financial liabilities
	(i) Borrowings	213.22	446.71
	(ii) Lease liabilities	318.37	407.81
	(b) Deferred tax liabilities (net)	$\frac{1}{2}$	5.42
	(c) Other liabilities	7.75	672.17
	(d) Net employee defined benefit liabilities	40.21	53.12
	(e) Provisions	9.57	14.51
	(f) Government grants	11.02	16.40
	Total non-current liabilities	600.14	1,616.14
	(3) Current liabilities
	(a) Financial liabilities
	(i) Borrowings	1,234.61	1,446.03
	(ii) Lease liabilities	107.23	117.96
	(iii) Trade payables	2,200.14	2,221.89
	(iv) Other financial liabilities	436.03	371.60
	(b) Other liabilities	3,352.54	2,516.77
	(c) Government grants	5.53	8.03
	(d) Net employee defined benefit liabilities	8.15	7.98
	(e) Provisions	372.41	313.43
	(f) Liabilities for current tax (net)	135.03 7,851.67	51.11 7,054.80
	Total current liabilities
	Total equity and liabilities $(1+2+3)$	12,394.46	10,638.04

2. Statement of Consolidated cash flows for the year ended March 31, 2025		(Rs. in million)
Particulars	March 31, 2025	March 31, 2024
	(Audited)	(Audited)
A. CASH FLOW FROM OPERATING ACTIVITIES
Profit/ (loss) before tax	136.03	78.78
Non-cash adjustments to reconcile profit / (loss) before tax to net cash flows:
Depreciation and amortisation expenses	440.82	452.74
Provisions/ liabilities no longer required, written back	(20.60)	(28.32)
Fair value (gain)/ loss on financial instruments		0.22
Net foreign exchange differences (unrealised)	31.06	24.23
Provision for expected credit loss / bad debts written off/ doubtful advances	6.56 14.15	4.58
Employee share based compensation cost Provision for inventory obsolescence	66.62	21.68 11.15
Provision for onerous contract	48.53	8.24
Government grants	(7.87)	(8.16)
Provision for dimunition in the value of investment/ receivables	148.32
(Gain) / loss on sale/ disposal of property, plant and equipment (net)		(1.07)
Provision for impairment of contract assets	3.25	34.29
Impairment of non-current investments		13.26
Share issue expenses	2.79
Finance income	(26.33)	(22.23)
Finance costs	329.02	346.31
Operating profit / (loss) before working capital changes	1,172.35	935.70
Working capital adjustments:
(Increase) / decrease in inventories	(362.21)	(571.29)
(Increase)/ decrease in trade receivables/non-current/current financial assets and other assets	(979.80)	915.31
Increase / (decrease) in trade payables, non-current/current provisions, financial liabilities and other liabilities	76.68 (92.98)	981.31 2,261.03
Cash generated (used in) / from operations Direct taxes paid (net of refunds)	(200.53)	(242.97)
Net cash (used in) / from operating activities (A)	(293.51)	2,018.06
B. CASH FLOW FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment, including capital work-in progress, intangible assets (including under development) and capital advances	(185.81)	(330.42)
Proceeds from sale of property, plant and equipment Investment in bank deposit (having original maturity of more than three months) and other bank balances (Net)	(431.27)	1.65 (119.48)
Interest income received	28.86	8.09
Net cash (used in) / from investing activities (B)	(588.22)	(440.16)
C. CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from issue of equity shares	2,100.00
Transaction cost on issue of equity shares (including taxes)	(100.53)
Acquisition of non-controlling interest		(143.89)
Proceeds from long term borrowings	46.21	158.93
Repayment of long term borrowings	(294.91)	(230.10)
(Repayment)/ proceeds of short term borrowings (net)	(214.35) (110.98)	(584.77)
Payment of principal portion of lease liabilities Payment of interest portion of lease liabilities	(14.02)	(103.64) (11.78)
Finance costs paid	(301.02)	(324.00)
Dividend paid (including amount transferred to Investor Education and Protection Fund)	(38.93)	(90.67)
Net cash from/ (used in) financing activities (C)	1,071.47	(1,329.92)
Net increase/ (decrease) in cash and cash equivalents $(A+B+C)$	189,74	247.98
Cash and cash equivalents at the beginning of the year	461.11	211.78
Effect of exchange differences on cash and cash equivalents held in foreign currency	3.71	1.35
Cash and cash equivalents at the end of the year	654.56	461.11
Components of cash and cash equivalents for the purpose of cash flow statement
Cash on hand	0.36	1.14
Balance with banks	677.28	480.07
Overdraft from banks	(23.08) 654.56	(20.10)
Total cash and cash equivalents for the purpose of cash flow statement		461.11

$\overline{\epsilon}$

$\frac{1}{2}$

X $\overline{\phantom{a}}$

Notes to the Consolidated Ind AS financial results for the quarter and year ended March 31, 2025

• $\overline{\mathbf{3}}$ Investors can view the audited consolidated Ind AS financial results of Centum Electronics Limited ("the Group" or "the Company") on the Company's website www.centumelectronics.com or on the websites of BSE (www.bseindia.com) or NSE (www.nse-india.com)
• The Company along with its subsidiaries and associate are an integrated business unit which addresses the Electronics System Design and Manufacturing ("ESDM") and accordingly there $\overline{4}$ is only one reportable segment called ESDM in accordance with the requirement of Ind AS 108 - "Operating segments"
• $\zeta$ The accompanying consolidated Ind AS financial results of the Group for the quarter and year ended March 31, 2025 have been reviewed by the Audit Committee in their meeting on May 21, 2025 and approved by the Board of Directors in their meeting held on May 22, 2025.
• The Company has investments in Centum Electronics UK Limited, which in turn has made investment in Centum T&S Group SA. Centum T&S Group SA and its underlying subsidiaries 6 have incurred losses leading to erosion of networth. The Group has accounted a goodwill of Rs. 376.23 million and has a carrying value of other intangible assets (including under development) of Rs. 303.32 million as at March 31, 2025 relating to such entity.

Based on the internal assessment performed with regard to future business operations, the management of the Group is of the view that there is no impairment of goodwill and other intangible assets (including under development).

• $\overline{7}$ The Group had accounted severance costs for employees in it's overseas subsidiaries amounting to Rs. 48.79 million which had been disclosed as exceptional item in the consolidated Ind AS financial results during the quarter and year ended March 31, 2024.
• 8 During the quarter ended March 31, 2025, the Fund Raising Committee of the Board of Directors at its meeting held on March 10, 2025 and March 13, 2025 approved the issue and allotment of 1,810,345 equity shares having face value of Rs. 10 each through Qualified Institutional Placement ("QIP") under the provisions of Chapter VI of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulation, 2018, as amended ("SEBI ICDR Regulation") and Section 42 and 62 of the Companies Act, 2013, including the rules made thereunder (as amended) to the eligible Qualified Institutional Buyers (QIB), at the issue price of Rs. 1,160 per equity share (including a premium of Rs. 1,150 per equity share). aggregating to approximately Rs. 2,100.00 million which took into account a discount of Rs. 59.65 per equity share (i.e. within 5% of the floor price), as permitted in terms of Regulation 176 (1) of Chapter VI of the SEBI ICDR Regulations

The aforesaid proceeds from issue of equity shares (net of share issue expenses) of Rs. 1,999.47 million has been utilised towards repayment/prepayment, in full or in part of certain outstanding borrowings availed by the Company. The untilised funds from QIP amounting to Rs. 450.00 million has been placed in fixed deposits with banks and Rs. 447.13 million in other bank balances as at March 31, 2025. The share issue expenses directly attributable to the said transaction have been adjusted against Securities Premium as per Ind AS 32 and Section 52 of the Companies Act 2013

• $\overline{Q}$ Revenue from operations includes Rs. 15.45 million and Rs. 138.69 million accounted in respect of contracts with certain customers on net basis in accordance with Ind AS 115 during the quarter and year ended March 31, 2025 respectively. The gross value of invoicing in respect of such contract is Rs. 113.05 million and Rs. 819.42 million during the quarter and year ended March 31, 2025 respectively.
• $10^°$ The Group has investment in bonds and trade receivables aggregating to Rs 193.05 million in Ausar Energy SAS ("Ausar"), an associate of Centum T&S Group SA as at March 31, 2025. During the year ended March 31, 2023, the Group had entered into a call and put agreement with John Cockerill Renewables SA ("John Cockerill") for divestment of its 30.45% stake in Ausar and full recovery of the aforesaid value of bonds / receivables, after meeting certain performance conditions as stipulated in the agreement. Hence these were considered fully recoverable by the Group.

On February 4, 2025, Ausar has been placed in receivership ("Redressement Judiciaire"), under French laws, allowing Ausar to continue to operate, whilst bids will be invited for takeover of Ausar and restructuring of its business and debts/obligations.

Pending final outcome in the matter and settlement of the recovery proceedings, as a matter of prudence, the management had provided for the carrying value of its investment in bonds and trade receivables in Ausar amounting to Rs 193.05 million and the same had been disclosed as exceptional item in the financial results for the quarter and nine months period ended December 31, 2024.

During the quarter and year ended March 31, 2025, John Cockerill is the bidder for takeover and has entered into negotiated agreement with management of the group, basis which management has reversed provision of Rs. 44.73 Mn and the same has been disclosed as exceptional item in the financial results for the quarter ended March 31, 2025.

• $11$ The Board of Directors of the Company at their meeting held on May 22, 2025 have recommended dividend of Rs.6 per equity share for the financial year ended March 31, 2025 which is subject to approval of the shareholders at the ensuing Annual General Meeting of the Company
• The figures of the quarter ended March 31 of the current and previous year in the consolidated Ind AS financial results are the balancing figures between the audited figures in respect of the $12$ full financial years and the unaudited published year to date figures for the nine months ended December 31 for the respective years, being the date of the end of the third quarter of the financial year which were subjected to limited review.
• $13$ For the year/ periods the Group has incurred losses, the allotment of stock options would increase the loss per share for the respective year/ periods and accordingly has not been considered for the purpose of calculation of diluted earnings per share from operations.

For Centum Electronics Limited

Apparao V Mallavarapu Chairman and Managing Director

Place: Bengaluru Date: May 22, 2025

Disclosure of information pursuant to Regulation 30 of the Listing Regulations and SEBI Master Circular no. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated 13th July 2023.

Particulars	Dr. Udayant Malhoutra	Mr. Apparao V Mallavarapu	Mr. Nikhil Mallavarapu
Reason for change viz. appointment, Appointment. resignation, removal, death or otherwise	Appointment	Re-appointment	Redesignation
Date of Appointment	Additional Director in the capacity of Independent Director of the Company for a term of 5 years with effect from 22nd May, 2025.	Re-appointment as Chairman and Managing Director for a term of 5 years w.e.f. 1st August, 2025 which is subject to approval of the Shareholders.	Redesignation as Joint Managing 22nd Director w.e.f May, 2025 for the remaining term of his tenure.
Brief Profile (in case	Enclosed as an	Enclosed as an	Enclosed as an
Disclosure of relationships between directors (in case of appointment of a director)	Dr. Udayant Malhoutra is not related to any of the Directors or Key Managerial Personnel or Promoters of the Company.	Mr. Apparao V Mallavarapu being the Promoter of the Company is related to the following Directors: Name of the Director and Relationship: Mr. Nikhil Mallavarapu – Son Ms. Tanya Mallavarapu - Daughter	Mr. Nikhil Mallavarapu being the Promoter of the Company is related to the following Directors: Name of the Director and Relationship: Mr. Apparao V Mallavarapu – Father Ms. Tanya Mallavarapu - Sister
Information as required pursuant to SEBI Order dated	Not debarred from holding the office of director	Not debarred from holding the office of director	Not debarred from holding the office of director
appointment) June 14, 2018 to the	Annexure. pursuant to any SEBI	Annexure. pursuant to any SEBI	Annexure. pursuant to any SEBI

Centum Electronics Limited

Stock Exchanges and	order or any such	order or any such	order or any such
further BSE Circular	authority	authority	authority
No.
LIST/COMP/14/2018-
19 and NSE Circular
No.
NSE/CML/2018/24,
each dated June 20,
2018

Centum Electronics Limited

Details under Regulation 30(6) read with Para A of Schedule III of the SEBI Listing Regulations and relevant SEBI Circular:

Sr.	Particulars	Details
No		Mr. K S Desikan	Mr. Sundararajan Parthasarathy
1.	Reason for change viz. appointment, reappointment, resignation, removal, death or otherwise	Superannuation	The Board of Directors based on the recommendation of the Nomination and Remuneration Committee and Audit Committee, appointed Mr. Sundararajan Parthasarathy as the Chief Financial Officer of the Company.
2.	Date of appointment / cessation (as applicable) and term of appointment / reappointments	Cessation effective close of business hours of 31st August, 2025	Appointment effective from 1st September, 2025 Term: Not Applicable
3.	Brief profile (in case of appointment)	Not applicable	Enclosed as an annexure
4.	Disclosure of relationships between directors (in case of appointment of a director)	Not applicable	Not applicable

Centum Electronics Limited

Brief Profile of Dr. Udayant Malhoutra

Dr. Udayant Malhoutra is the CEO & Managing Director of Dynamatic Technologies Limited, a world-class design, engineering and manufacturing company which designs and builds highly engineered products for Hydraulic, Automotive, Aeronautic and Security applications.

In addition to being the CEO & Managing Director of Dynamatic Technologies, he is also the Chairman of Eisenwerk Erla GmbH, Germany, and Dynamatic Limited, UK.

He is a member of CII National Council, and Chairs the CII National Committee on Design. He has also served on the Board of Governors, IIT Kanpur, besides being the past Chairman of the National Sector Skills Council for Strategic Manufacturing, and the new National Institute of Design, Amravathi.

He has been conferred the degree of Doctor of Engineering & Technology (Honoris Causa) from University of Engineering and Management, Kolkata, in recognition of his outstanding contribution in the field of Technology & Innovation and his dedicated service to the nation.

Centum Electronics Limited

Brief Profile of Mr. Apparao V Mallavarapu

Apparao Mallavarapu (Rao) founded Centum Electronics in the year 1993. Under his leadership Centum has grown to be a global Electronics Design and Manufacturing Company, with operations in India, France, Belgium and Canada. Eighty percent of Centum's revenue comes from Europe, USA, Canada and Israel.

Centum's customers are fortune 500 companies like Thales, BAE, Hitachi, Airbus, Rafael, Alstom, etc. and Defense Public Sector units, ISRO, DRDO etc., in India. The Embassy of Federative Republic of Brazil has appointed Rao as Honorary Consul of Brazil in Bangalore. He has been conferred with the prestigious 'Order of Rio Branco' by the Brazilian government. Rao has also been appointed the Officier de l'Ordre National du Meìrite (Officer in the National Order of Merit) by the President of the French Republic H.E Mr. Emmanuel Macron. He is the Chairman of CII National Committee on Space and the Convenor of CII Karnataka Panel on Technology for the year 2025-26.

Champion of Innovation Award' was given to Rao by the Prime Minister of New Zealand H.E. John Key at the New Zealand Innovation Showcase event. ELCINA the largest Electronics Industry body in India has awarded Rao with the "Electronics Man of the year" award. Rao graduated with a Master's degree from Dal-Tech University in Canada and received his Bachelor's degree in Mechanical Engineering from Bangalore University and has completed his Harvard Business School Presidential program.

He is also a Ford foundation scholar. Rao is on the Board of several Companies both Public and Private and on the Board of Advisors of New Zealand Trade and Enterprise. Due to his deep sense of responsibility towards children who are not so fortunate he has been committed to philanthropic activities focused on Children.

Centum Electronics Limited

Brief profile of Mr. Nikhil Mallavarapu

Mr. Nikhil has been associated with Centum since 2012, has served in various leadership positions including overall business unit management and group level Corporate & Strategy Development. Prior to joining Centum, he worked at the multinational semiconductor company - Analog Devices in Boston. Mr. Nikhil holds MSc and BSc Degrees in Electrical and Computer Engineering from Carnegie Mellon University and an MBA from the INSEAD Business School in France. Mr. Nikhil was selected by the France-India Foundation for its Young Leaders Program by virtue of his exemplary contribution and remarkable achievements in the field of business.

Centum Electronics Limited

Brief profile of Mr. Sundararajan Parthasarathy

Sundararajan brings with him over 24 years of rich and diverse experience across the Healthcare, Automotive, Energy Infrastructure, Water Technology, HR Services, and Green Energy sectors. A Chartered Accountant from the Institute of Chartered Accountants of India and a Commerce graduate from the University of Madras, he has consistently demonstrated excellence in strategic leadership, business transformation, financial governance, and talent development.

Prior to joining Centum Electronics, Sundararajan served as the first Global CFO at Agratas (a TATA Enterprise), where he played a pivotal role in the starting-up of greenfield projects and processes & systems in India and the UK. His career also includes significant leadership roles at Brakes India (TVS), Sandoz, and as CFO in GE (Indian entities), Xylem Inc. (India and Middle East), and Adecco.

In addition to his extensive experience in India, Sundararajan has held key finance leadership roles internationally, including assignments in Germany and the United Arab Emirates (UAE). This global exposure has equipped him with a deep understanding of cross-cultural business environments and international financial practices.

Centum Electronics Limited