Cranes Software International Ltd. — Interim / Quarterly Report 2020

Nov 14, 2019

Cs— Cranes Software International

Limited

CorrespondenceAddress:

{=25 :§§® #82,PresrdencyBudding,3m& 4:.Floor, 3,555: -_ St.MarksRoad,Bengaluru- 560001,Kamataka

Ph: +918067644800/4848 Fax:+918067644888

14thNovember,2019

To,

The Manager Departmentof CorporateServices BombayStockExchangeLtd., P J Towers,DalalStreet Mumbai—400001

Dear Sir,

Sub: Meetingof the Board of Directors - Outcome Ref: Company No. 512093

Furtherto our letterdt. 5thNovember,2019 informingyou of the Boardof Directors Meeting,we wish to informyou thatat the meetingof the Board of Directorsheld today(14mNovember,2019),theBoardhas:

• 0 andperiodended30thSeptember,2019.The resultsare enclosedherewithfor yourinformation/ records. The LimitedReviewReportis alsoenclosedfor yourreference.

• Dr. Peter Ryser (holdingDIN: 01390610)IndependentDirector,has resigned fromtheBoardof Directorsof theCompanywitheffectfromconclusionof this meetingand the same has been acceptedand taken on record.The Board has recordeditsappreciationforthevaluableservicesrenderedby himduring histenureas an IndependentDirectoroftheCompany.

Thankingyou,

Yoursfaithfully.

For Cranes Software International Ltd.

Name:Mfieefi Khader Designation: Director

Encl: as above

ISO 9001:2000ISO 27001.'2005CMM] L5 V1.2

www.cranesvarsity.com

CRANE S OFTWAREINTERNATIONALLIMITED RegdOffice1#82.PresidencyBulking,31d&4thF1001,StMatksRoad,BANGALORE- 560001 Ph.08067644848Faxflfio67644888ErnaljnfogumeieolmeomWebsib:vm.cmusolware.com CIN :L05190KA1984PL0031621

Statement of Unaudited Financial Result for the Quarter 81HaIerar Ended 30th Septenbor, 2019

PART-1

PAR	T-1													(Ran Lakhs	(Ran Lakhs
					standalone						Consolidated
SL	Famed-rs		QuarterEnded			HalfYearEnded YearEnded			QuarterEnded				HalfYearEnded YearEnded
NO-			30.09.201930.06.201930.09.201830.09.2019 30.09.2018 31.03.201930.09.201930.06.201930.09.201830.09.201930.09.2018												31.03.2019
			Unaudited Unaudited Unaudlhd Unaudited Unaudited					Audited UnauditedUnauditedUnaudited Unaudited Unaude							Audited
1	IncomefromOperations
	NetSales/Income fromOperations		159.47	68.25	256.82	227.71	450.48	887.80	831.35	519.85	577.08	1,351.20		1,23670	2,557.42
	OtherIncome		137.11	92$	9,154.77	229.51	9,693.77	10,926.12	179.28	95.25	545.43		274.53	9,705.87	11,052.00
	TotalIncome		296.58	160.64	9,411.59	457.22	10,144.25	11,813.92 1,010.63		615.10	1,122.52	1,625.73		10,942.57	13,609.42
2	Expenses
	(a)Costofmaterialsconsumed			-	-	-	-	—	43.42	7.09	4.11		50.50	43.40	248.42
	(0) Purchase at Stock-in—Trade (c) Changes in inventoriesof fnishedgoods and work-in-progress (d)Employeebeneftexpense		- 74.92	- - 73.68	- ‘ 81.98	- ‘ 148.60	- - 163.79	- . 331.58	- 411.51	- 455.90	- 474.39		- 867.41	- 90318	- 1,963.33
	(e)Financecosts		.	-	9.67	-	18.70	37.06	-	-	15.20		-	3473	79.77
	(I)Depreciation andamonization expense		1.74	0.81	13.74	2.55	27.42	29.92	302.17	347.49	348.53		649.66	68353	1,322.01
	(9)otherexpenses		38.36	39.15	50.84	77.51	131.58	2,234.55	217.12	134.72	214.30		351.84	395.21	1,447.48
	TotalExpenses		115.02	113.64	15623	228.66	341.48	2,633.10	974.20	945.20	1,056.53	1,919.40		2,060.06	5,061.01
3	Z’g?’"—°SS) "°"‘0mm”“mm”“weexwm'ma' “ems 8‘mes		181.56	47.009,255.36228.56			9,302.779,180.8236.43			(330.10)65.99			(293.67)8,882 52		3.54341
4	ExpentionalItems		-	.	-	‘	-	-	»	.	-		-	-	-
5	Profit/(Loss)fromordinaryactivitiesbeforetax(34)		181.56	47.00	9,255.36	228.56	9.80277	9,180.82	36.43	(33010)	65.99		(293.67)	8,88252	8,548.41
6	Taxexpense/(credit)
	(a)CurrentTax		-	-	-	-	-	640.00	47.01	-	7.19		47.01	751	558.02
	(b)DeferredTax		46.23	1213	2,627.90	58.35	2,804.93	10,069.05	46.23	1213	177.03		58.35	2,80493	10,069.05
	TotaltaxexpensesI (credit)		46.23	12.13	2,627.90	58.35	2,804.93	10,709.05	93.24	12.13	184.22		105.36	2,812.44	10,627.07
7	NetProfit/(Loss)fromordinaryactivitiesaftertax(56)		135.34	3487	6,627.46	170.21	6,997.84	(1,528.23)	(56.81)	(342.23)	(118.23)		(399.04)	6.07008	(2,078.66)
8	ExtraordinaryItems		-	—	-	-	-	-	-	~	-		-	-	-
9	NetProfit/(Loss)fortheperiod(7-8)		135.34	34.87	6,627.46	170.21	6,99784	(1528.23)	(56.81)	(342.23)	(118.23)		(399.04)	607008	(2,078.66)
10	MinorityInterest
11	NetProfit/(Loss)afterTaxes, minorityInterestand share	01profit/Loss
	ofassociates(9+10)		135.34	3487	6,627.46	170.21	6,99784	(1,528.23)	(56.81)	(342.23)	(118.23)		(399.04)	607008	(2,078.66)
12 TotalComprehensive Incomeforthepetiod[Net01tax]			-	-	-	~	»	-	-	-	-		-	»	-
13 Paid-upequitysharecapital(FaceValueofRs,2/.)			235534	2355.34	2355.34	2355.34	2355.34	235534	2355.34	2355.34	2355.34		2355.34	235534	2355.34
14 Reserve excludingRevaluationReserves as perbalancesheetof
	prewousaccountingyear							(6039095)							(69362 49)
15 EamanS Per Share (Rs) (notannualised)
	1)Base		0.11	0.03	5.63	0.14	5.94	(130)	(0.05)	(0.29)	(0.10)		(0.34)	5 1?	(177)
	u)DiIuted		0 11	0.03	5.63	014	594	(1.30)	(0.05)	(0.29)	(0.10)		(0.34)	5 t?	(177)

CRANES SOFTWARE INTERNATIONAL LIMITED

	PART-2
SL						3 Months Ended			Year ended
No	PARTICULARS				30.09.2019		30.06.2019	30.09.2018	31.03.2019
A	PARTICULARS OF SHAREHOLDING
1	PublicShareholding
	- Numberofshares				110,247,850 110,247,850			110,247,850 110,247,850
	- Percentageof shareholding					93.62%	93.62%	93.62%	93.62%
2	PromotersandPromoterGroupShareholding
	(a) Pledged / Encumbered
	- Numberof shares				1,000,000		1,000,000	1,000,000	1,000,000
	- Percentage of shares (as a	%	of	the	total	0	o	o	o
	shareholdingof promoterand promotergroup)					1330 A	13-30/°	13-30/"	13% /°
	- Percentageofshares(asa%ofthetotalshare capitalofthecompany)					0.85%	0.85%	0.85%	0.85%
	(b)Non-encumbered
	- Number of shares				6,519,000		6,519,000	6,519,000	6,519,000
	- Percentage of shares (as a	% of		the	total	0	o	o	0
	shareholdingofpromoterandpromotergroup)					8670A	86'70A	8670A)	867° /°
	- 0 Percentageof shares(as a A:of		thetotalshare			5.54%	554%	5.54%	5.54%
	capitalof the company)
B	INVESTOR COMPLAINTS FOR 3 MONTHS		ENDED 30TH SEPTEMBER			2019
	Pending at the beginning				dReceive:		259°5th	Remaining unresolved at the
	of the Quarter				unngt e Quarter		urtngt e Quarter	endof theQuarter

CranesSoftwareInternationalLimited

BalanceSheetasat30thSeptember,2019

(RsinLakhs)

								Vill'
I.	ASSETS
	1Non-current assets
	Property,plantandequipment				24.34	18.20	59.56	57.02
	Capital workinprogress				5,042.44	5,042.44	5,044.40	5,042.44
		Intangible assets			-	1.57	5,831.94	5,986.59
		Deferred TaxAsset(Net)		25,072.08		25,130.43	28,611.02	28,596.91
		FinancialAssets
			Investments		8,010.18	6,010.18	17.86	17.87
			Loans
			Othernon-current assets		4,663.62	4,507.75	255.16	243.90
		Non-currentassets		42,812.66		42,710.57	39,819.94	39,944.72
	2	Currentassets
		Inventories
		FinancialAssets
			Traderewivables		10,945.61	10,701.60	2,916.26	5,373.61
			Cashandcashequivalents		7.59	12.11	121.18	108.36
			Bankbalancesotherthan(iii)above		24.68	26.44	120.76	121.1
			Loans
		Othercurrent assets			248.65	222.35	503.84	450.83
			Currentassets		11,226.53	10,962.50	3,662.04	6,053.92
			TOTALASSETS		54,039.19	53,673.07	43,481.98	45,998.85
II.			EQUITYANDLIABILITIES
			Equity
			Equitysharecapital		2,355.34	2,355.34	2,355.34	2,355.34
			OtherEquity	(60,720.74)(60,890.95)(70,439.48)				(69,962.49)
				(58,365.40)		(58,535.61)	(68,084.15)	(67,607.15)
			Shareapplicationmoneypendingallotment
	1		Non-CurrentLiabilities
			FinancialLiabilities
			Borrowings		-	-	-	-
			Provisions		19.74	19.08	38.55	37.89
			Non-Current Liabilities	’	19.74	19.08	38.55	37.89
	2 Currentliabilities
			FinancialLiabilities
			Borrowings		43.78	43.78	43.78	43.78
			Tradepayables		495.14	570.79	1,342.54	1,421.90
			Othercurrent liabilities	111,684.31111,411.27109,979.64				111,938.47
			Provisions		161.61	163.76	161.61	163.76
			Currentliabilities	112,384.85112,189.60111,527.58				113,567.90
			TOTALEQUITYANDLIABILITIES		54,039.19 53,673.07 43,481.98			45,998.65

Cranes Software international Limited
Standalone CashFlow Statement
CashFlowFromOperatingActivities Proft/ (Loss)beforetax OpertingProftbeforeworkingcapitalchanges Netcash(usedin)/ generatedfromoperatingactivities(A)	9,802.77 3,822.47 (4,838.07)
CashFlowsFromInvestingActivities(B)	0.94
CashFlowsFromFinancingActivities( C)	4,846.41
Net decreasein cash and cash equivalents (A+B+C) Cashandcashequivalentsatthebeginningof thefnancialyear Cashandcashequivalentsatendof theyear	9.28 30.30 39.58

Cranes Software International Limited

ConsolidatedCashFlowStatement
CashFlowFromOperatingActivities Proft/ (Loss)beforetax Operting Profit before working capital changes	(293.68) 82.12	8,882.52 (80.39)
Net cash(used in) / generatedfrom operating activities(A)	167.53	(8,767.23)
CashFlowsFromInvestingActivities(8)	(154.34)	285.84
CashFlowsFromFinancingActivities( C)	(0.71)	8,488.74
Netdecreaseincashandcashequivalents(A+B+C) Cashandcashequivalentsatthebeginningof thefnancialyear Cashandcashequivalentsatendof theyear	12.47 229.47 241.94	7.34 220.90 228.24

Notes:

1. The above quarter ended result for the period ended September30, 2019 as reviewedand recommendedbythe Audit committeeof the Board,hasbeenapprovedbythe Boardof Directors atits meetingheldon November14,2019.

2. The statement has been prepared in accordancewith the Companies (Indian Accounting Standards)Rules,2015 (Ind AS) prescribedunder section 133 of the companiesAct, 2013 and otherrecognizedaccountingpracticesandpoliciesto the extentapplicable.

3. The businessof the Companyfalls undera singleprimarysegmenti.e.,IT/ ITESin accordancewith IndAS108'OperatingSegments"and henceno segmentreportingisapplicable.

4. The Companyhas not provided interestin books of accountson FCCBLiability,Loanfrom UPS Capital& Banksfor quarterendedSeptember30,2019.

5. The Companyhas not restatedfor FCCBliability,Loanfrom UPS Capitaland interestthereonfor the quarterendedSeptember30,2019.

6. Otherincomeincludesexchangefluctuationgainof Rs.134.45Lakhsfor the quarter.

7. A new section1153AAwas insertedin the IncomeTax Act 1961,by the Governmentof indiaon 20thSeptember,2019 vide the TaxationLaws (Amendment)Ordinance2019which providesan option to companiesfor payingincometax at reducedratesin accordancewith the provisions/ conditionsdefinedin the saidsection.The Companyis in the processof evaluatingthe impactof thisordinanceand hascontinuedto applythe originalprovisionsasat 30thSeptember,2019.

Place: Bangalore Date:14thSep2019

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for CraneSoftwareInternaionalLimited
MueaMImd/M
Director (
DIN - 00106674
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Sethia Prabhad [egde & Co.

(_hartered Accountants

To the Board of Directors Cranes Software International Limited Bengaluru

1. We have reviewed the standalone unaudited financial results of Cranes Software International Limited (the "Company") for the quarter and half yearly ended September 30, 2019. The Statement is the responsibility of the Company's management and has been approved by the Board of Directors. Our responsibility is to issue a report on the Statement based on our review.

2. We conducted our review 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 is limited primarily to inquiries of

3. company personnel and analytical procedures applied to financial data and thus provides less assurance than an audit. We have not performed an audit and accordingly, we do not express an audit opinion.

4. Based on our review conducted as above, subject to the matters specified in the ‘Other Matters’ and the ‘Emphasis of matter’ paragraphs below nothing has come to our attention that causes us to believe that the Statement has not been prepared in all material respects in accordance with Ind AS and other recognised accounting practices and policies, and has not disclosed the information required to be disclosed in terms of Regulation 33 of the Listing Regulations, 2015 including the manner in which it is to be disclosed, or that it contains any material misstatement.

5. Other Matters

6. 4.1 There are undisputed statutory dues including dues on current year’s transactions, on account of Provident Fund Contribution, Employee State Insurance, Income Tax, Service tax, Sales Tax, Goods and Service tax, Dividend Distribution Tax and the like, not deposited by the Company in favour of the respective statutory authorities.

7. 4.2 Earnings in foreign exchanges are not realized within the periods stipulated under FEMA and permission is awaited from the statutory authorities to write off the same.

8. 4.3 On a petition filed by the Foreign currency convertible bond holders, The Hon’ble High Court of Karnataka issued a winding up order against the company, which indicates the existence of material uncertainty that may cast significant doubt on the company’s ability to continue as a going concern. The company has obtained a stay against the operation of the winding up order issued by the Hon’ble High Court of Karnataka. However, the accounts have been prepare keniagoing concern basis. a

RY Q\ [iy

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13.30.
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5. Emphasis of Matter

• 5.1 Redemption of Foreign currency convertible bond amounting to Rs. 29,085 lakhs (42 million Euros) to the holders of the bonds have fallen due during April 2011 and is yet to be redeemed as on the quarter and half yearly ended 30" September 2019.

• 5.2 The management is in negotiation with the Foreign currency convertible bond holders for settling its dues. The management is of the view that the liability of Rs 38,695 lakhs reflected in the financial statements will adequately cover its liability on settlement of dues with the Foreign currency convertible bond holders and therefore no provision for interest is provided for the quarter and half yearly ended 30"September 2019. Had such interest been provided in the books in the normal course, the present profits for the quarter and half yearly ended 30" September 2019 would have been lower by Rs 389.74 lakhs and Rs 781.50 lakhs respectively.

• 5.3 In continuation to the point no. 5.2 above, the company has also discontinued the restatement of the Exchange fluctuation gain / loss on account of the outstanding due towards Foreign currency convertible bond and the interest due thereon, in line with the Ind AS-21 “The Effects of Changes in Foreign Exchange Rates”. Had such restatement of liability been made in the books in the normal course, the present profits for the quarter and half yearly ended 30™September 2019 would have been higher by Rs 168.00 lakhs and Rs 1,533.00 lakhs respectively.

• 5.4 Loan availed by the company from ‘UPS Capital Business Credit’ remains unpaid and is overdue since April 2014. The management is of the view that the liability of Rs 696.37 lakhs (including interest) reflected in the financial statements will adequately cover its liability on settlement of dues and therefore no provision for interest is provided for the quarter and half yearly ended 30'’September 2019. Had such interest been provided in the books in the normal course, the present profits for the quarter and half yearly ended 30" September 2019 would have been lower by Rs 10.62 lakhs and Rs 21.11 lakhs respectively.

• 5.5 In continuation to the point no. 5.4 above, the company has also discontinued the restatement of the Exchange fluctuation gain / loss on account of the outstanding due towards ‘UPS Capital Business Credit’ and the interest due thereon, in line with the Ind AS-21 “The Effects of Changes in Foreign Exchange Rates”. Had such restatement of liability been made in the books in the normal course, the present profits for the quarter and half yearly ended 30" September 2019 would have been lower by Rs 15.30 lakhs and Rs 21.75 lakhs respectively.

• 5.6 Term loans and working capital loans availed by the company from various banks amounting to Rs. 57,631.91 lakhs, remain unpaid and are overdue since 2009. The lenders have filed cases before the Debt Recovery Tribunal (DRT) / Hon’ble Courts, etc for recovery of dues. These proceedings are in various stages of disposal before the “DRT” and respective Hon’ble Courts. Winding up petitions has been filed by Bank of India against the company, before the Hon’ble High Court of Karnataka for non-payment of principal and the accrued interest thereon.

• 5.7 The banks which had extended financial facilities to the company have treated the outstanding from the company as "Non-Performing Assets" since 2009. In order to achieve the desired congruency on this issue, the Company has also not provided for interest amounting to Rs. 2,548.10 lakhs on such outstanding amounts for the quarter and half yearly ended 30" September 2019 due to various banks, though the confirmation of such dues were not made available to us from the respective banks/financial institutions. Had the said interest been provided in the books in the normal course, the present profits for the quarter and half yearly ended 30" September 2019 would have been lower by Rs. 2,548.10 lakhs and Rs 4,989.44 lakhs respectively.

Our conclusion is not qualified in respect of the above matter.

For Sethia Prabhad Hegde & Co.

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TimmayyaPartner Hegde 240 ~ <2A
C7
Cour rh
Membership No. 226267 oe
UDIN 19226267AAAAAT5620
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Place: Bengaluru Date: November 14, 2019

Sethia Prabhad legde & Co. | (_hartered A\ccountants

INDEPENDENT AUDITOR'S REVIEW REPORT ON REVIEW OF INTERIM CONSOLIDATED FINANCIAL REPORTS

To the Board of Directors

Cranes Software International Limited

• a. We have reviewed the accompanying statement of unaudited consolidated financial results (the 'Statement') of Cranes Software International Limited (the 'Holding Company’) and its subsidiaries (the Holding Company and its subsidiaries together referred to as 'the Group’), for the quarter and half yearly ended 30 September 2019, being submitted by the Parent pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended.

• b. This Statement, which is the responsibility of the Holding Company's Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34, Interim Financial Reporting (‘Ind AS 34'), prescribed under section 133 of the Companies Act, 2013, read with relevant rules issued thereunder and other accounting principles generally accepted in India. Our responsibility is to express a conclusion on the Statement based on our review.

• c. 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. A review of interim financial information consists of making inquiries, primarily of Parent’s personnel 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 the Standards on Auditing specified under section 143(10) of the Act, 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. -

• d. Based on our review conducted and procedures performed as stated in the paragraph 3 above, 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 Standard and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in accordance with the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, including the manner in which it is to be disclosed, or that it contains any material misstatement except for the items mentioned in the “Emphasis of Matters” paragraph ‘e’ forming part of this report.

e. Emphasis Of Matters

1. Consolidated financial statements of the company include compiled financials of: a) Systat Software Gmbh.

2. b) Systat Software Inc

3. c) Cranes Software Inc

4. The consolidated unaudited financial results includes financial information of four foreign subsidiaries which reflects total revenues of Rs. 654.81 lakhs and Rs . 1082.80 lakhs for the quarter and half yearly ended 30 September, 2019 respectively, total net loss after tax of Rs. 145.74 lakhs and Rs. 514.78 lakhs for the quarter and half yearly ended 30 September, 2019 respectively as considered in the consolidated unaudited financial results, based on the financial results which have not been reviewed by their respective auditors.

5. Our limited review report has to be read along with the ‘Emphasis of Matter’ paragraph as appearing in our limited review report of even date in respect of the standalone financials of Cranes Software International Limited.

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For Sethia Prabhad Hegde & Co.
Chartered Accountants
PABA
TimmayYa Hegde \
Partner NOataonhe”
SCCOUN
Membership No. 226267 -
UDIN 19226267AAAAAS1203
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Place: Bengaluru Date: November 14, 2019

Enclosure: Annexure 1 List of entities included in the Statement

INDEPENDENT AUDITOR'S REVIEW REPORT ON REVIEW OF INTERIM CONSOLIDATED FINANCIAL REPORTS

Annexure 1

List of subsidiaries included in the statement

• (a) Analytix Systems Private Ltd

• (b) Caravel Info Systems Private Ltd

• (c) Cranes Varsity Private limited

• (d) Esqube Communication Solutions Private Ltd

• (e) Proland Software Private Ltd

• (f) Systat Software Asia Pacific Ltd

• (g) Tilak Auto Tech Private Limited

• (h) Cranes Software Intl. Pte Ltd

• (i) Systat Software Gmbh

• (j) Cranes Software Inc

• (k) Systat Software Inc