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Centum Electronics Ltd Interim / Quarterly Report 2025

Nov 12, 2024

61011_rns_2024-11-12_aafb70be-033d-4182-88b6-fe20dba2d5f7.pdf

Interim / Quarterly Report

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Ref: CEL/NSEBSE/BM/12112024 12th November, 2024

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 6 th November, 2024 and pursuant to 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. 12th November, 2024 and the Board inter-alia took the following decisions:

    1. Considered and approved the unaudited financial results (standalone and consolidated) for the second quarter ended 30th September, 2024 along with the Limited Review 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.
    1. Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors of the Company approved the re-appointment of Ms. V Kavitha Dutt (DIN: 00139274) as a Non-Executive Independent Director of the Company for a term of 5 years with effect from March 25, 2025, subject to approval of the shareholders. This will be her second term.
    1. Re-appointment of Mr. Nikhil Mallavarapu (DIN: 00288551) as Whole Time Director on the Board of the Company for a term of 5 years with effect from 13th February, 2025 on the terms and conditions approved by the Board of Directors subject to the approval of the Shareholders. Mr. Nikhil Mallavarapu forms part of Promoter Group.
    1. Raising of funds upto Rs.250 crores, through issuance of equity shares or any other equity linked instruments or securities including convertible preference shares, and / or bonds including foreign currency convertible bonds / debentures / non-convertible debt instruments along with

warrants / convertible debentures / securities and / or any other equity based instruments, inter alia, a private placement or through one or more qualified institutions placement (QIP) and / or further public issue of equity and / or rights issue and / or through any other permissible mode in accordance with the relevant provisions of applicable law, subject to approval from the shareholders of the Company and the receipt of statutory / regulatory and other approvals.

The required information under Regulation 30 of the Listing Regulations, read with the SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated 13th July 2023 is appended and marked as Annexures A and B.

The Meeting started at 11:55 hours and concluded at 16:45 hours.

Yours faithfully,

For Centum Electronics Limited

Digitally signed by INDU Date: 2024.11.12 16:46:22 +05'30'

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

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: [email protected] Website : www.centumelectronics.com
Centum Electronics Limited
Statement of unaudited standalone Ind AS financial results for the quarter and six month ended September 30, 2024
(Rs.in million)
Quarter ended Six month ended Year Ended
SI, No. Particulars September 30,
2024
June 30,
2024
September 30,
2023
September 30,
2024
September 30,
2023
March 31.
2024
(Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Audited)
1 Income
(a) Revenue from operations
(i) Sales/Income from operations (refer note 7) 1,658.65 1,328.77 1,598.14 2,987.42 2,877.49 6,320.55
(ii) Other operating income 7.96 0.76 1.40 8.72 2.97 7.43
(b) Other income 5.85 10.17 5.84 14.99 10.49 46.87
(c) Finance income 6.02 6.54 5.11 12.56 9.81 20.35
Total income 1,678.48 1,346.24 1,610.49 3,023.69 2,900.76 6,395.20
2 Expenses
(a) Cost of materials consumed 1,441.78 931.49 1,086.84 2,373,27 1,982.77 4,184.83
(b) (Increase)/ decrease in inventories of work-in-progress and finished goods (319.14) (52.91) (39.32) (372.05) (172.74) (149.92)
(c) Employee benefits expenses 224.01 213.91 226.98 437.92 438.78 960.15
(d) Finance costs 39.60 35.88 46.01 75.48 88.62 180.19
(e) Depreciation and amortisation expenses 48.29 47.93 45.98 96.22 90.61 184.35
(f) Other expenses 115.10 109.13 114.45 223.20 247.41 545.62
Total expenses 1,549.64 1,285.43 1,480.94 2,834.04 2,675.45 5,905.22
Profit/ (loss) before tax (1-2) 128.84 60.81 129.55 189.65 225.31 489.98
$\overline{\bf{4}}$ Tax expenses
(a) Current tax
(b) Adjustment of tax relating to earlier period
87.39 11.16 30.54
2.50
98.55 66.31
2.50
151.62
(c) Deferred tax charge / (credit) (54.58) 4.69 0.69 (49.89) (10.54) 3.70
(27.86)
Total tax expenses 32.81 15.85 33.73 48.66 58.27 127.46
5 Profit/ (loss) for the period $(3\pm 4)$ 96.03 44.96 95.82 140.99 167.04 362.52
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 gains/ (losses) on defined benefit plans 1.21 1.20 1.73 2.41 3.51 4.60
(ii) Income tax effect on above (0.31) (0.30) (0.43) (0.61) (0.88) (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 (0.26) 0.26 $\omega$ × × (0.22)
(ii) Income tax effect on above 0.06 (0.06) 0.06
7 Total comprehensive income for the period (comprising profit/ (loss) and other comprehensive
income (net of tax) for the period $(5\pm6)$ )
96.73 46.06 97.12 142.79 169.67 365.75
8 Paid up equity share capital
(Face value-Rs.10 per share)
128.97 128.97 128.85 128.97 128.85 128.88
9 Earnings per equity share (of Rs. 10 each):
$(a)$ Basic $(Rs.)$ 7.44 3.49 7.44 10.93 12.96 28.13
(b) Diluted (Rs.) 7.37 3.45 7.35 10.82 12.83 27.82

$\lambda$

Notes to the unaudited standalone Ind AS financial results for the quarter and six month ended Seotember 30, 2024
I. Statement of standalone assets and liabilities (Rs.in million)
September 30, 2024 March 31, 2024
S.No. Particulars (Unaudited) (Audited)
I Assets
(1) Non-current assets
(a) Property, plant and equipment I ,027.59 1,053.03
(b) Capital work-in-progress 25.01 2.87
(c) Goodwill 36.35 36.35
(d) Other intangible assets 15.63 17.59
(e) Right-of-use assets 19.1 4 22.84
(f) Financial assets
(i) Investments (refer note 6) 1,080.8 1 1,080.81
(ii) Loans 5.00 -
(iii) Other financial assets 215.50 157.70
(g) Deferred tax assets (net) 138. 11 88.82
(h) Non-current tax assets (net) 9.45 9.38
(i) Other assets 6.97 10.24
Total non-current assets 2 579.56 2 479.63
Current assets
(2) (a) Inventories 3,711.75 2,874.16
(b) Financial assets
(i) Trade receivables 2,309.74 2,202.63
(ii) Cash and cash equivalents 179.32 129.50
(iii) Bank balances other than cash and cash equivalents 155.7 1 234.58
(iv) Loans 5.00 10.00
(v) Other financial assets 29.24 19.04
( c) Other assets 722.73 278.48
Total current assets 7.113.49 5 748.39
Total assets (1+2) 9 693.05 8,228.02
II Equity and liabilities
(1) Equity
(a) Equity share capital 128.97 128.88
(b) Other equity 3 110.14 2 995.00
Total equity 3,239.11 3,123.88
Liabilities
(2) Non-current liabilities
(a) Financial liabilities
(i) Borrowings 74.42 102.62
(ii) Lease liabilities 1.41 2.70
(b) Government Grants 13.73 16.40
(c) Net employee defined benefit liabilities 53.41
170.51
49.88
563.37
(d) Other liabilities
Total non current liabilities
313.48 734.97
(3) Current liabilities
(a) Financial liabilities
(i) Borrowings 1,410.42 1,068. 10
(ii)Lease Liabilities 2.32 2.25
(iii) Trade payables
Total outstanding dues of micro enterpries and small enterpries 90.84 73 .78
Total outstanding dues of creditors other than micro enterpries and small enterpries 2,348.14 1,420.26
(iv) Other financial liabilities 153.88 159.36
(b) Government grants 6.68 8.03
(c) Other liabilities 1,953.48 1,500.55
(d) Net employee defined benefit liabilities 7.90 7.90
( e) Provisions 77.06 81.04
(f) Liabilities for current tax (net) 89.74 47.90
Total current liabilities 6 140.46 4 369.17
Total eauitv and liabilities <1+2+3) 9 693.05 8 228.02

2. Statement of u na udited standalone cash Oows for the six months ended ScutemlK!r 30 2024 (Rs. In million l
Six month ended Six month ended
Seotcmber 30 2024 Se1>tembe r 30 2023
IUnaudltedl mnaudited)
A. CASH FLOW FROM OPERATING ACTIVITIES
Profit/ (loss) before lax 189.6S 22S.3 I
Non-cash udjustments to r econcile proOt / (loss) befor e tax to net cash Oows:
Depreciation and amonisation expenses 96.22 90.61
Provisions/ liabilities no longer required, written back (I.I 0)
Net foreign exchange differences (unrealised) 0.74 0.47
(Gain)/ loss on sale/discard of property, plant and equipment (net) (1.07)
(S.SI) 1.04
(Reversal)/ provision for expe cted credit loss/ bad debts written off/ doubtful advances 18.05
Provision for inventory obsolescence (4.02)
Government grants 10.52 (4.15)
10.09
Employee share based compensation cost (12.56) (9.81)
Finance income 75.48
Finance costs 367.47 88.62
401.1 1
Operating profit before working capital changes
Working capital adjustments: (8S5.64) (61 1.40)
(Increase)/ decrease in inventories (95.15) 59.14
(Increase)/ decrease in trade receivables
(Increase)/ decrease in non current/ current financial assets. loans and other assets
(441.62) (63 .66)
Increase/ (decrease) in trade payables, non current/ current provisions, financial liabilities and other liabilities 987.93 486.54
Cash generated (used in)/ from OfK!ratlons (37.01) 271. 73
Direct taxes paid (net of refunds) (56.19 (117.98'
Net cash Oow (used in)/ from operating activities (A) (93.80) 153.75
B. CASH FLOW FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment, including capital work-in progress, intangible assets and capital advances (77.48) (173.21)
Proceeds from sale of property, plant and equipment l.6S
Purchase ofnon-<:urrent investments ( I 50.41)
Redemption/ (investment) in bank deposits (having original maturity of more than three months) and other bank balances 19.44 (37.33)
Interest income received 2.83 2.85
Repayment of loans granted 5.00
Net cash Oow (used in)/ from investing activities (B) (55.21) (35l.4S)
C. CASI-I FLOW FROM FINANCING ACTIVITIES 154.34
Proceeds from long tenn borrowings (23.50)
Repayment of long term borrowings ( 1.14) (2.94)
Payment of principal portion of lease liabilities
Payment of interest portion of lease liabilities
(0.30) (0.65)
Proceeds/ (repayment) of short tenn borrowings (net) 263.95 109.62
Issue of shares 0.60
Finance costs paid (72.98) (91.22)
Dividend paid (including amount transferred to Investor Education & Protection Fund) <38.83\ (51.87
Net cash Oow from/ (used In) financing actlvlHcs (C) 127.80 117.27
Net (decrease)/ increase in cash and cash equivalents (A+B+C) (21.21) (80.43)
Cash and cash equivalents at the beginning of the year 109.40 137.59
Effect of exchange differences on cash and cash equivalents held in foreign currency (0.43) (0.98)
Cash and cash equivalents at the end of the year 87.76 56.18
Components of cash a nd cash equiva lents for the pur pose of cash Oow sta temen t
Cash on hand 3.42 1.16
Balance with banks 175.90 167.61
Overdraft from banks (91.561 ( 112.59)
Total cash and ca sh eouivalents for the nuroose of cash Oow statement 87.76 56.18

f

Notes to the unaudited atandalone Ind AS nn1ncbll re5ulls ror lhe qu1rter and stx month ended SeJltemher JO, 2024

  • 3 Investors can view the unaudited standalone Ind AS financial results of Centum Electronics Limited ("the Company") on the Company's website www.centumelcctronics.com or on the websiles of BSE (www.bscindia.com) or NSE (www.nse-in<liu.com).
  • 4 The Company is an integrated business unit which addresses the Electronics System Design and Manufacturing ("ESDM") and accordingly there is only one reportHble seg1nent called ESDM in accord0ncc with the requirement of Ind AS l 08 . "Operating scgmcnts11
  • 5 The unaudited standalone Ind AS financial results of the Company for the quarter and six month ended September JO, 2024 have been reviewed by the Audit Committee in their mccling on November 11, 2024 and approved by the Board of Directors in their meeting held on November 12, 2024. The statutory auditors have c arrie<l out limited review of the nbove results.
  • 6 The Company has investments in Ccnnun Electronics UK Limited, which in tum has made investment in Ccntum T&S Group SA. Ccntum T&S Group SA and its underlying subsidiaries have incurred losses leading to erosion of networth and the carrying value of the investment of lNR I ,080.81 million continues to be higher than the net worth of Centum T&S Group SA. However, based on internal assessment performed with regard to future business operations, !he managcrncnt of the Company is of the view that there is no impainncnt in this regard.
  • 7 Revenue from operations includes INR 64.86 Mn and INR 25.00 Mn accounted in respect of a contract with a certain customer on net basis in accordance with Ind AS 115 during the six month and quarter ended September JO, 2024 respectively . The Gross value of invoicing in respect or such contract is INR 386.77 Mn and !NR 152.06 Mn for the six month ru,d quarter ended September 30, 2024 respectively.
  • 8 The Board of Directors of the Company at their meeting held on May 22, 2024 have declared dividend of !NR 3 per equity share for the financial year ended March 31, 2024 which was approved by the shareholders in the A1mual General Meeting dated August 09, 2024 and the same has been paid on August 13, 2024.

Place : Bengaluru, India Date: November 12, 2024

'

Chairman and Mrurnging Director

Centum Electronics Limited
Corporate Identity Number (CIN): L85110KA1993PLC013869
Regd. Office: No.44, KHB Industrial Area, Yelahanka New Town, Bengaluru - 560 106
Phone: +91-80-41436000 Fax: +91-80-41436005
Email: [email protected] Website : www.centumelectronics.com
Statement of unaudited consolidated Ind AS financial results for the quarter and six months ended September 30, 2024
(Rs. in million)
Quarter ended Six months ended Year ended
SI.No Particulars September 30,
2024
June 30, 2024 September 30,
2023
September 30,
2024
September 30,
2023
March 31, 2024
(unaudited) (unaudited) (unaudited) (unaudited) (unaudited) (Audited)
$\mathbf{1}$ Income
(a) Revenue from operations
(i) Sale of products and services (refer note 8) 2.512.41 2,384.55 2,378.17 4,896.96 4,759.65 10,482.46
(ii) Other operating income 85.92 70.46 104.00 156.38 197.67 425.74
(b) Other income 8.17 5.78 4.21 14.32 8.82 45.91
(c) Finance income 6.52 7.02 5.24 13.54 10.94 22.23
Total Income 2,613.02 2,467.81 2,491.62 5,081.20 4,977.08 10,976.34
2 Expenses
(a) Cost of materials consumed 1,647.00 1,234.43 1,338.94 2,881.43 2,536.23 5,446.42
(b) (Increase)/ decrease in inventories of work-in-progress and finished goods (339.74) (41.28) (145.28) (381.02) (268.18) (191.51)
(c) Employee benefit expenses 852.21 877.27 866.45 1,729.48 1,793.00 3,671.16
(d) Finance costs
(e) Depreciation and amortisation expenses
76.81
111.72
75.79
122.59
90.85
111.31
152.60
234.31
171.73 346.31
(f) Other expenses 236.05 229.27 250.54 465.69 217.36
508.04
452.74
1,123.65
Total expenses 2,584.05 2,498.07 2,512.81 5,082.49 4,958.18 10,848.77
3 Share of profit / (loss) of associates à, Ń. ú, ×. $\ddot{}$
4 Profit/ (loss) before exceptional items and tax expense 28.97 (30.26) (21.19) (1.29) 18.90 127.57
5 Exceptional items (refer note 7) E. ١z ÷. (48.79)
6 Profit/(loss) before tax $(4\pm5)$ 28.97 (30.26) (21.19) (1.29) 18.90 78.78
7 Tax expenses
(a) Current tax (net) 87.39 11.16 27.38 98.55 69.39 158.21
(b) Adjustment of tax relating to earlier period 2.50 2.50 3.70
(c) Deferred tax (credit)/ expense (55.30) (2.99) (5.50) (58.29) (21.91) (55.58)
Total tax expenses 32.09 8.17 24.38 40.26 49.98 106.33
8 $(Loss)$ / profit/ after tax $(6±7)$ (3.12) (38.43) (45.57) (41.55) (31.08) (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 gains / (losses) on defined benefit plans
(ii) Income tax effect on above
1.21
(0.31)
1.21
(0.30)
1.84
(0.46)
2.42
(0.61)
3.72
(0.94)
4.28
(b) Other comprehensive income to be reclassified to profit or loss in subsequent periods: (1.14)
(i) Exchange differences on translating the financial statements of foreign operations (16.48) 5.12 25.41 (11.36) 22.65 19.37
(ii) Income tax effect on above
(iii) Net movement on effective portion of cash flow hedge
(iv) Income tax effect on above (0.26)
0.06
0.26
(0.06)
i. ÷.
$\blacksquare$
G)
u.
(0.22)
0.06
Total other comprehensive income/ (expenses) (net of tax) (15.78) 6.23 26.79 (9.55) 25.43 22.35
10 Total comprehensive income for the period, net of tax $(8\pm9)$ (18.90) (32.20) (18.78) (51.10) (5.65) (5.20)
11 Total comprehensive income attributable to:
(a) Equity holders of the parent (16.48) (26.06) (10.78) (42.54) 20.92 40.98
(b) Non-controlling interest
Total comprehensive income for the period
(2.42) (6.14) (8.00) (8.56) (26.57) (46.18)
(18.90) (32.20) (18.78) (51.10) (5.65) (5.20)
12 Paid up equity share capital (Face value - Rs 10 per share) 128.97 128.97 128.85 128.97 128.85 128.88
13 Earnings per equity share (EPS) (of Rs. 10 each) :
$(a)$ Basic $(Rs.)$
(0.26) (2.45) (2.89) (2.71) (0.39) 1.38
(b) Diluted (Rs.) (0.26) (2.45) (2.89) (2.71) (0.39) 1.36

$\frac{d}{d}$

Notes to the unaudited consolidated Ind AS flnunclal results for the quarter and six months ended September 30, 2024
I. Statement of unaudited consolidated assets and liabilities (Rs. In mllllon)
SI.No. Particulars As at Se11 30 2024 As at March 31 2024
A Assets (unaudited) (Audited)
(1) Non-current assets
(a) Property, plant and equipment 1,096.80 1, 126.04
(b) Capital work-in-progress 25.07 2.87
(c) Goodwill (refer note 6) 412.58 412.58
(d) Other intangible assets (refer note 6) 302.48 314.67
(e) Intangible assets under development (refer note 6) 58.07 100.99
(f) Right-of-use assets 488.53 529.77
(g) Financial assets
(i) Investment in associates 87.43 84.17
(ii} Other Investments 0.57 0.55
(iii) Other financial assets 333.87 275.64
(h) Deferred tax assets (net} 154.74 I 02.48
(i) Non-current tax assets (net} 33.00 13.43
U) Other assets 65.68 74.59
Total non-current assets 3,058.82 3 037. 78
(2) Current assets
(a} Inventories
4,0 16.24
(b} Financial assets 3,173.77
(i) Trade receivables 2,296.83 2,279.77
(ii) Cash and cash equivalents 417.16 481.21
(iii) Bank balances other than cash and cash equivalents 155.71 234.58
(iv) Other fi nancial assets 395.75 440.82
( c) Other assets I, 170.49 990.1 1
Total current assets 8,452.18 7 600.26
Total assets (1+2) 11 5 11.00 10 638.04
B Equity and liabilities
Equity
(a) Equity share capital
(b) Other equity
128.97
1,833.71
128.88
Equity atlributable to equity holders of the parent 1,962.68 1,903.84
2 032.72
Non-control ling interests (74.18) (65.62)
( 1) Total equity 1,888.50 1,967. to
Liabilities
(2) Non-current liabilities
(a) Financial liabilities
(i) Borrowings 314.73 446.7 1
(ii) Lease liabilities 371.17 407.8 1
(b) Deferred tax liabilities (net) - 5.42
(e) Other liabilities 208.11 672. 17
(d) Net employee defined benefit liabilities 58.41 53.12
(el Provisions 6.58
13.73
14.51
( f) Government grants
Total non-current liabilities
972.73 16.40
1,616.14
(3) Current liabilities
(a) Financial liabilities
(i) Borrowings 1,783.21 1,446.03
(ii) Lease liabilities 114.10 117.96
(iii) Trade payables 3,026.47 2,221 .89
(iv) Other financial liabilities 305.46 37 1.60
(b) Other liabilities 3,033.45 2,5 16.77
(c) Government grants 6.68 8.03
(d) Net employee defined benefit liabilities 7.98 7.98
(e) Provisions 279.47 313.43
(!) Liabilities for current tax (net) 92.95 5 1. 11
Total current liabilities 8 649.77 7,054.80
Tot:11 equity and liabilities (1+2+3) 11,511.00 10 638.04

f

  1. Shttem cnt of unaudited consolidated cash flows for the six months ended Seplembcr 30, 2024
m s. In million)
Six monlhs ended Six monlhs ended
Scolcmbcr 30 2024 Scot cm bcr 30 1023
(unaudilcdl Cunaudltcd)
A. CASII FLOW FROM OPERA'n NG ACTfVITIES
(Loss)/ profil before cox (1.29) 18.90
Non· cash adjustments 10 r econcile pront / (loss) before tu. to net cash nows:
DeJ)reciation and amortisation expenses 234.31 2 17.36
Provisions/ !iabililies no longer required, written back ( 1.1 0) (3.51)
(Reversal)/ provision for expected credit loss/ bad debts written off/ doubtful advances (4.72)
Net foreign exchange di ffcrcnccs (unrealised) 14.91 18.55
Employee share based compensation cost 10.52 10.09
Provision for inventory obsolescence 31.67
Government grunts (4.02) (4.15)
(Gain)/ loss on sale/ disposal of property, plant and equipment (net) ( 13 .54) (1.07)
Finance income 152.60 ( 10.94)
171.73
Finance COSIS 419.34 416.96
Operating protlt / (loss) before working capital change,
Working capital adjustments: (863.83) (721.49)
(Increase)/ decrease in inventories (65.82) 126.22
(Increase)/ decrease in trndc rcccivahles/non-currcnt/currcn1 financial assets and other assets
Increase/ ( <lccrcasc) and="" current="" financial="" in="" liabilities="" liabilities<="" non-current="" other="" payables,="" provisions,="" td="" trade="">
638.76628.08 638.76 628.08
Cash gener ated from / (used In) operations 128.45 449.77
Direct taxes paid (net of refunds) 176.28 (125.29
Net cash from / (used in) operating activities (A) 52.1 ,.-.41
8. CASH FLOW FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment, including capital work-in progress, intangible assets and capital advances (9153) (244.09)
Proceeds from sale of property, plant and equipment 1.65
Redemption/ (investment) in bank deposit (having original maturity of more than lhrcc monlhs) and other bank balances 28.65 (37.67)
Interest income rcceiwd 3.81 2.76
Net cash (used In) / from investing aellvllies (B) t5T.lr7) \lll,J5)
C. CASH FLOW FROM FINANCING ACTIVITIES
Acquisition of non-controlling interest (143.89)
Proceeds from long term borrowings 154.34
Repayment of long term borrowings ( 150.31) (93.51)
Proceeds/ (repayment) of short tenn borrowings (net) 258.21 2 10.14
Payment of principal portion of lease linbilitics (57.60)
(6. 15)
(52.83)
Payment of interest portion or lease liabilities 0.60 (5.9 1)
Issue of shares (142.32) (168.77)
Finance costs paid 138.83)
Dividend paid (including amount trnnsfcrrcd to Investor Education and Protection Fund) ( 136.40) (51.87
(152.30)
Nee cash (used In) / from financing aclMtlcs (C)
Net {decrease)/ increase in cash and cash equivalents (A+B+C) (143.30) (105. 17)
Cash and cash equivalents at the beginning of the year 461. 11 352.71
Effect of exchange differences on cash and cash equivalents held in foreign currency 7.79 (2.37
Cash and cash equivalents at the end of the year 325.60 245. 17
Components of cash and cnsh e<1ulvalcnts for the purpose of cash now statement
Cash on hand 3.42 1.17
Balance with banks 413.74 356.59
Ovcrdrafl from banks 191.56) (112.59)
Total cash llncl cash couivalcnts for the ournosc or cnsh Row statement 325.60 145.17

Notes to t he unaudited consolidated Ind AS fina ncial results for the quarter and six months ended September 30, 2024

  • 3 Investors can view the unaudited consolidated Ind AS financial results of Ccnturn Electronics Limited ("the Group" or "the Company") on the Company's website www.cenlurnelectronics.com or on the websites of BSE (www.bscindia.com) or NSE (www.nse-india.com).
  • 4 The Company along with its subsidiaries and associate arc an integrated business unit which addresses the Electronics System Design and Manufacturing ("ESDM") and accordingly there is only one reportable segment called ESDM in accordance with the requirement of Ind AS I 08 - "Operating segments".
  • 5 The unaudited consolidated Ind AS financial results of the Group for the quarter and six month ended September 30, 2024 have been reviewed by the Audit Committee in their meeting on November 11, 2024 and approved by the Board of Directors in their meeting held on November 12, 2024. The statutory auditors have carried out limited review of the above results.
  • 6 The Company has investments in Ccntum Electronics UK Limited, which in turn has made investment in Ccntum T&S Group SA. Centum T&S Group SA and its underlying subsidiaries have incurred losses leading lo erosion ofnelworth. The Group has accounted a goodwill of Rs. 376.23 million and has a carrying value of other intangible assets (including intangible assets under development) of Rs. 344.39 million as at September 30, 2024 relating to such entity.

Based on intcmal assessment pcrfonncd with regard to future business operations, the management of the Group is of the view tnat there is no impairment of goodwill and other intangible assets.

  • 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.
  • Revenue from operations includes INR 64.86 Mn and INR 25.00 Mn accounted in respect of a contract with a certain customer on net basis in accordance with Ind AS 115 during the six month and quarter ended September 30, 2024 respectively. The Gross value of invoicing in respect of such contract is INR 386.77 Mn and INR 152.06 Mn for the six month and quarter ended September 30, 2024 respectively.
  • 9 The Board of Directors of the Company at their meeting held on May 22, 2024 have declared dividend of!NR 3 per equity share for the financial year ended March 31, 2024 which was approved by the shareholders in the Annual General Meeting dated August 09, 2024 and the same has been paid on August 13, 2024.

;:;":JJL (c2 Apparao V Ma~ / v-Chairman and Managing Director

Place: Bengaluru Date : November 12, 2024

S.R. BATLIBOI & ASSOCIATES LLP

Chartered Accountants

12th Floor "UB City" Canberra Block
No. 24, Vittal Mallya Road Bengaluru - 560 001. India Tel: +91 80 6648 9000

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

Review Report to The Board of Directors Centum Electronics Limited

    1. We have reviewed the accompanying statement of unaudited standalone financial results of Centum Electronics Limited (the "Company") for the quarter ended September 30, 2024 and year to date from April 01, 2024 to September 30, 2024 (the "Statement") attached herewith, being submitted by the Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. as amended (the "Listing Regulations").
    1. The Company's Management is responsible for the preparation of the Statement in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34. (Ind AS 34) "Interim Financial Reporting" prescribed under Section 133 of the Companies Act. 2013 as amended, 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 Statement has been approved by the Company's Board of Directors. Our responsibility is to express a conclusion on the Statement based on our review.
  • $3.$ 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. This standard requires that we plan and perform the review to obtain moderate assurance as to whether the Statement is 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.
  • $\overline{4}$ . Based on our review conducted as above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standards ('Ind AS') specified under Section 133 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of the Listing Regulations, including the manner in which it is to be disclosed, or that it contains any material misstatement.

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

Navin Agrawal

Partner Membership No.: 056102

UDIN: 24056102BKFVLG4090

Kolkata November 12, 2024

s. & Associates LLP in Limited Ludwitz Purtnership with LLP (dentity No.
- Rege: Office: 2.2, Lumar Street: Block: B., 3rd Loor Rolkatar 700.016 No. AAB 4295 R. Battibol

S.R. BATUBO/ & ASSOCIATES LLP

Chartered Accountants

12th r :onr "UB c ,ty" Canberra Block No. 24. V,t tal Mallya Road Bengaturu · 560001 . India ~ I . •918066489000

Independent Auditor's Review Report on the Quarterly and Year to Date Unaudited Ind AS Consolidated Financial Results of the Company Pursuant to the Regulation 33 of the SF.Bl (Listing Oblij?ations and Disclosure Requirements) Regulations, 2015, as amended

Review Report to The Board of Directors Centum Electronics Limited

  • l. We have reviewed the accompanying Statement of Unaudited Ind AS Consolidated Financial Results of Cent um Electronics Limited (the ··Holding Company'") and its subsidiaries (the Holding Company and its subsidiaries together referred to as ··the Group") and its associate for the quarter ended September 30, 2024 and year to date from April O I, 2024 to September 30, 2024 (the ·'Statement") attached herewith. being submitted by the Holding Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. as amended (the "Listing Regulations").
    1. The Holding Company·s Management is responsible for the preparation of the Statement in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34, (Ind AS 34) "Interim Financial Reporting'· prescribed under Section 133 of the Companies Act, 2013 as amended, 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 Statement has been approved by the Holding Company's Board of Directors. 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) 24 10. --Review oflnterim Financial Information Performed by the Independent Auditor of the Entity" issued by the Institute of Chartered Accountants of India. This standard requires that we plan and perform the review to obtain moderate assurance as to whether the Statement is 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 1101 express an audit opinion.

We also performed procedures in accordance with the Master Circular issued by the Securities and Exchange Board of India under Regulation 33(8) of the Listing Regulations. to the extent applicable.

    1. The Statement includes the results of the following entities:
  • i. Centum Electronics Limited (Parent / Holding Company)
    1. Centum Electronics UK Limited
    1. Centum T&S Group SA. France
  • 1v. Ccntum T&S (Ccntum Technologies ET Solutions), rrance
  • v. Centum R&D (Ccntum Rechen.:he ET development), France
  • vi. Ccntum T&S (Centum Technologies ET Solutions), Canada

S.R. BATL/80/ & ASSOCIATES LLP

Chartered Accountants

  • vii. Ccntum E&S (Centum Equipments ET Systcmcs). Canada
  • v111. Ccntum Adetcl Transpo1111tion System SAS. France
  • 1x. Centum T&S Private Limited. India
  • x. Centum T&S (Technologies & Solutions) Belgium SRL
  • xi. Ausar Energy SAS (Associate )
    1. Based on our review conducted and procedures performed as stated in paragraph 3 above and based on the consideration of the review reports of other auditors referred to in paragraph 6 and 7 below, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with recognition and measurement principles laid down in the aforesaid Indian Accounting Standards ('Ind AS') specified under Section 133 of the Companies Act, 2013, as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of the Listing Regulations, including the manner in which it is to be disclosed, or that it contains any material misstatement.

----,

  1. The accompanying Statement includes the unaudited consolidated interim financial results and other financial infonnation in respect of I subsidiary located outside India (the said subsidiary has 6 underlying subsidiaries and I associate), whose unaudited consolidated interim financial results includes total assets of Rs. 3,327.85 million as at September 30, 2024. and total revenues of Rs. 1,032.4 7m ill ion and Rs. 2,242.95 million, total net profit after tax of Rs. 2.10 million and total net loss after tax Rs. 56.88 million and total comprehensive loss of Rs. 24.40 million and Rs 76.03 million for the quarter ended September 30, 2024, and for the six months period ended on that date respectively, and net cash inflow of Rs. 58.78 million for the period from April 01 , 2024, to September 30, 2024 (before consolidation adjustments) as considered in the respective consolidated financial information of the entities included in the Group which have been reviewed by their respective independent auditors.

The independent auditor's repo1ts on consolidated interim financial information / financial results of these entities have been furnished lo us by the Management and our conclusion on the Statement, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries and associate is based solely on the report of such auditors and the procedures performed by us as stated in paragraph 3 above.

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

  1. The accompanying Statement includes unaudited interim financial results and other unaudited financial information in respect of I subsidiary, whose interim financial results and other linaneial unaudited information rellect total assets of Rs 1,226.10 million as at September 30, 2024 and total reveni1es of Rs Nil million, total net loss after tax of Rs. 0.03 million and total net profit after tax of Rs. 0.17 million and total comprehensive loss of Rs. 55.87 million and Rs. 43.40 million, for the

S.R. BATLIBOI & ASSOCIATES LLP

Chartered Accountants

qua11er ended September JO. 2024, and for the six months period ended on that date respectively. (before consolidation adjustments) and net cash outflow of Rs. 186.38 million for the period from April O I, 2024. to Scptemher 30. 2024.

The unaudited interim financial results and other unaudited financial information of these subsidiaries have not been n::viewed hy their auditor(s) and have been approved and furnished to us by the Management and our conclusion 011 the Statement, in so far as it relates to the affairs of these subsidiaries is based solely 011 such unaudited interim financial results and other unaudited financial information. According to the information and explanations given to us by the Management, these interim linancial information and financial results are not material to the Group.

Our conclusion on the Statement in respect of matters stated in para 6 and 7 above is not modified with respect to our reliance on the work done and the reports of the other auditors and the financial results and financial information certified by the Management.

For S.R. BA TU BOI & ASSOC IA TES LLP Chartered Accountants ICAI Finn registration number: IO I 049W /E300004

per Navin Agrawal Partner Membership No.: 056102

UDIN: 24056102BKFVLH5036

Place: Kolkata Date: November 12, 2024

Annexure - A

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 Ms. V Kavitha Dutt Mr. Nikhil Mallavarapu
Reason for Re-appointment of Ms. V Kavitha Re-Appointment of
Mr. Nikhil
change viz. Dutt as a Non-Executive Mallavarapu as Whole Time Director
appointment, Independent Director of the Company.
re
appointment.
resignation,
removal, death
or otherwise
Date of
Appointment
Re-appointment as Non-Executive,
Independent Director for a second
Re-appointment as Whole Time
Director from 13th February, 2025
term
of 5 (five) years effective
for the term of 5 (five) years subject
March 25, 2025 subject to the to approval of the Shareholders.
approval of the Shareholders.
Brief Profile (in Mrs. V Kavitha Dutt is the Joint Mr. Nikhil has been associated with
case of Managing Director at The KCP Ltd., Centum since 2012, has served in
appointment) an 83-year-old diversified business various
leadership
positions
group involved in the manufacture including
overall
business
unit
of
Cement,
Heavy
Engineering,
management
and
group
level
Sugar,
Power
Generation,
and
Corporate & Strategy Development.
hospitality. Prior to joining Centum, he worked
She has been involved in various at the multinational semiconductor
company-
Analog Devices in Boston.
business,
social
and
cultural
Mr.
Nikhil
holds
MSc
and
BSc
activities.
She
is
a
Director-FLO
Degrees in Electrical and Computer
Industrial Park, Hyderabad, and Vice Engineering from Carnegie Mellon
President-World Telugu Federation. University and an MBA from the
She has served as Chairperson-FICCI INSEAD Business School in France.
Tamil Nadu State Council; President Mr.
Nikhil
was
selected
by
the
Madras Management Association; France-India
Foundation
for
its
National President-FICCI-FLO, and Young Leaders Program by virtue of
Vice Chairperson-SCWEC-India. his
exemplary
contribution
and
remarkable
achievements
in
the
field of business

Particulars Ms. V Kavitha Dutt Mr. Nikhil Mallavarapu
Disclosure of Ms. V Kavitha Dutt is Mr. Nikhil Mallavarapu is related to the following
relationships not related to any of Directors:
between directors the
Directors
of
the
Name of the Director Relationship
(in case of Company. Mr. Apparao V Mallavarapu Father
appointment of a Ms. Tanya Mallavarapu Sister
director)
Information as Not
debarred
from
Not debarred from holding the office of director
required pursuant to holding the office of pursuant to any SEBI order or any such authority.
SEBI
Order dated
director
June 14, 2018 to the pursuant to any SEBI
Stock Exchanges and order
or
any
such
further BSE Circular authority.
No.
LIST/COMP/14/2018-
19 and NSE Circular
No.
NSE/CML/2018/24,
each dated June 20,
2018

Annexure B

Sr. Particulars Details
No.
1. Type of securities proposed to be issued
(viz.
equity shares, convertible
securities, etc.)
Equity Shares and /or other convertible securities
(including warrants, or otherwise, in registered or
bearer
form)
(hereinafter
referred
to
as
"Securities")
or
any
combination
thereof,
in
accordance with the applicable laws, in one or more
tranches.
2. Type of issuance (further public offering,
rights issue, depository receipts (ADR/GDR),
qualified
institutions
placement,
preferential allotment etc.);
Qualified
Institutions
Placement
("QIP")
in
accordance with the provisions of
Chapter VI of the
Securities and
Exchange Board of India (Issue of
Capital and Disclosure Requirements)
Regulations,
2018 including Section 42
and other applicable
provisions
of
the
Companies
Act,
2013,
the
Companies (Prospectus and Allotment of Securities)
Rules, 2014 and other applicable laws.
3. Total number of securities proposed to
be
issued or the total amount for which
the
securities will be issued
(approximately);
Upto an aggregate amount not exceeding Rs. 250
Crores (Rupees Two Hundred and Fifty crores
only)
(inclusive of such
premium as may be fixed in such
Securities) at such price or prices as
may be
permissible under applicable
laws.
4. In case of preferential issue, the listed
entity
shall disclose the following
additional details
to the stock
exchange(s):
Not Applicable
5. In case of bonus issue, the listed entity
shall
disclose the following additional
details to
the stock exchange(s):
Not Applicable
6. In case of issuance of depository
receipts
(ADR/ GDR) or FCCB, the listed
entity shall
disclose the following
additional details to
the stock
exchange(s):
Not Applicable
7. In
case
of
debt
securities
or
other
nonconvertible securities, the listed entity
shall disclose the following additional
details
to the stock exchange(s):
Not Applicable
8. Any cancellation or termination of
proposal
for issuance of securities
including reasons
thereof.
Not Applicable

Centum Electronics Limited

44, KHB Industrial Area, Yelahanka New Town, Bangalore - 560 106, Karnataka, India Tel +91-(0)80-4143-6000 Fax +91-(0)80-4143-6005 Website www.centumelectronics.com E-mail [email protected] CIN - L85110KA1993PLC013869