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DCM Ltd. Regulatory Filings 2020

Nov 11, 2020

61500_rns_2020-11-11_8999a87a-65cd-4d7d-af50-d7592ac62f8a.pdf

Regulatory Filings

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~ovember11,2020

BSE Limited Floor 25, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai-400 001

National Stock Exchange of India Limited Exchange Plaza, Plot no. Cl1, G-Block, Bandra -Kurla Complex, Bandra (E), Mumbai-400 051

Scrip Code: 502820jDCM

Subject: Unaudited Financial Results (Standalone and Consolidated) of Company for 2nd quarter and half year ended September 30, 2020pursuant to Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Dear Sirs,

In terms of Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015,as amended from time to time, this is to inform you that the Board of Directors of the Company at its meeting held on today, have approved and taken on record the Unaudited Financial Results (Standalone as well as Consolidated) of the Company for 2ndquarter and half financial year ended September 30, 2020.

The aforesaid results along with Limited Review Report thereon by Statutory Auditors of the Company are enclosed herewith for your information and records.

Please acknowledge receipt of the same.

Thanking you,

Yours truly, For DCM Limited

Vimal Prasad Gupta Company Secretary & Compliance Officer FCS: 6380

Encl.- As above

E-mail id: [email protected]

Registered Office: Unit Nos. 2050 to 2052, 2nd Floor, Plaza II, Central Square, 20, Manohar Lal Khurana Marg, Ba-a Hindu Rao, Delhi - 110006. Phone: (011) 41539170 CIN: L74899DL1889PLC000004 Website: www.dcm.in Email id: [email protected]

Independent Auditors' 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

55 KOTHARI MEHTA & COMPANY CHARTERED ACCOUNTANTS

Review Report to The Board of Directors, DCM Limited New Delhi

    1. We have reviewed the accompanying statement of unaudited standalone financial results of DCM Limited (the 'Company') for the quarter and six month ended September 30,2020 (the '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")
    1. This Statement, which is the responsibility of the Company's Management and approved by the Company's Board of Directors, has been prepared 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. Our responsibility is to express a conclusion on the Statement based on our review.
    1. We conducted our review in of the Statement in accordance with the Standard on Review Engagement (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 primarily of making inquiries of company 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 Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
    1. Based on our review conducted as above, nothing has come to our attention that causes us to believe that the accompanying statement prepared in all material respects 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 Listing Regulation, including the manner in which it is to be disclosed, or that it contains any material misstatement.

S. Emphasis of matters

Without modifying our conclusion, we draw attention to the following:

a. Note 4 of the Statement, during the current quarter in view of continued situation of industrial unrest Company has declared lockout at its engineering business undertaking. On the basis of legal advice Management of the Company is of the view that the present lockout is legal and justified. Therefore, the Company has not made any provision for wages pertaining to the lockout period October 22, 2019 to

Plol No. 68. Okhla Industrial Area, Phase-III, New OeJhi·l1 0020 Tel: +91-11-4670 6888 E-mail: [email protected]

55 KOTHARI MEHTA --&COMPANY Ct-WmREO ACCOUNTANTS

September 30, 2020 aggregating to Rs. 1826 lakhs, Out of which Rs. 462 lakhs pertain to quarter ended on September 30, 2020.

b. Note 8 to the Statement, the company has received certain notices from creditors and bank, management action is also explained in the said note.

6. Material Uncertainty on Going Concern

Without modifying our conclusion we draw attention to Note: 6 ofthe Statement highlighting that due to recession in automotive sector and industrial unrest the Company is facing liquidity issues towards clearing of its statutory dues, vendor payments and borrowings pertaining to its Engineering Division. This has significantly eroded the Company's net worth and the current liabilities exceed the current assets by Rs. 8,431 lakh as at September 30, 2020. The Covid 19 pandemic has further added uncertainties as referred to in said Note 7. The Company has initiated restructuring of its Engineering Division as explained in the Note 5. The management of Company believes that with the restructuring of its Engineering Business Undertaking along with the debt pertaining to said undertaking and infusing liquidity by focusing /managing of its remaining business undertaking/real estate operation, the Company will be able to continue its operation on a going concern basis. Accordingly, the statement of the Company has been prepared on a going concern basis.

For S. S. Kothari Mehta & Company Chartered Accountants Firm Registration No: 000756N SUNIL ~;~:""'" _At WAHA}"l¢N'SUNIL r.7~ACl• IN 0 L ...;r.:~;;'~'1.11 12:47:~+()5'30'

Sunil Wahal Partner Membership No.: 087294

Place: New Delhi Dated: November 11, 2020 UDIN : 20087294AAAAHT4052 Regd. Office: 20SO-2052, 2nd Floor, Plaza-If, Central Square. 20, Manohar Lala Khurana Marg, Barn Hindu Rao, New Delhi - 110 006 CIN: L74899DLI889PLCOOOOO4 E-mail: [email protected] Phone: 011-41539170

S,N e. Particulars For the quarter ended For the six months ended For the year ended

(a) Revenue from operations 4 (28) 5,100 (24) 12,796 12,890 (b) Other income 83 18 1,662 101 2,483 2,612 Total income 87 (10) 6,762 77 15,279 15,502

(a) Cost of materials consumed 3 (2) 1,412 1 4.075 4,045 (b) Changes in inventories of finished goods and work in progress (2) (2) 1,175 (4) 2,194 2,521 (e) Employee benefits expense 68 110 1.450 178 2,990 3,428 (d) Finance costs 213 200 336 413 641 1,072 (c) Depreciation and amortization expense 214 216 324 430 732 1,177 <0 Other expenses 100 64 2,231 164 6,005 6,533 Total expenses 596 586 6,928 1,182 16,637 18,776 Profitl(loss) before tax (509) (596) (166) (1,105) (1,358) (3,274)

Tax adjustment relating to prior periods (56) Total tax expense (56) Profitl(loss for the period/ vcar from continuing 0 rearticns (509) (596) (166) (1,IOS) (1,358) (3,218) Profit before tax from discontinued operations 107 144 144

Profit after tax from discontinued operations 107 144 144 Profitl(loss) for the period/ )'C3r (509) (596) (59) (1,105) (1,214) (3,074)

Re-meesurcment (losses)! gains of defined benefit obligations (net (18) (3) (18) (7) (36)

II Total com rrehcnsivc income for the ieriod/ vear (527) (596) (61) (1,123) (1,221) (3,110) 12 Paid up equity share capital (Face value Rs. to each) 1,868 1,868 1,868 1,868 1,868 1,868 13 Other equity (448)

Basic and diluted - from continuing operations (2.73) (3.19) (089) (5.92) (7.27) (17.23) Basic and diluted - from discontinued operations 0.57 0.77 0.77 Basic and diluted (2.73) (3.19) (0.32) (5.92) (6.50) (16.46)

Sc ncmbcr 30, 2020 June 30, 2020 Sc ucmbcr 30, 2019 Sc ncmbcr 30, 2020 Se ttcmber 30,2019 March 31. 2020 Unaudited Unaudited Unaudited Unaudited Unaudited Audited

(Ru >CeS in Lakhs)

STATEMENT OF UNAUDITED STANDALONE FINANCIAL RESULTS FOR THE QUARTER AND SIX MONTHS ENDED SEPTEMBER 30, 2020

DCMLIMITED

Revenue

Expenses

Tax expense Current tax

10 Other comprehensive income

of tex)

(not annualised)

Tax expense for discontinued operations

(a) hems that will not be reclassified to profit or loss

(b) Items that will be reclassified to profit or loss

14 Earnings! (toss) per equity share (EPS) of Rs. 10/- each

operations (net of tax)

Exchange difference in translating financial statements of foreign

STATEMJi;NT OF UNAUDITED STANDALONE ASSETS AND LIABILITIES AS AT SEPTEMBER 30, 2020

(Rupees
in Lakhs)
Particulars As at As at
Sell tern ber 30, 2020 March 31, 2020
Unaudited Audited
ASSETS
Non-current
assets
Property, plant and equipment 5,44 5,867
Capital work-in progress
Right to use assets 2C
Intangible assets 2 34
Financial assets
(i) Investments 3,32( 3,341
(ii) Loans 18 184
(iii) Other financial assets 1 5<;
Non-current
tax assets (net)
41~ 584
Other non-current
assets
95 953
Total non-current
assets
10,37 11,049
Current
assets
Inventories 1,34 1,351
Financial assets
(i) Trade receivables 6 70
(ii) Cash and cash equivalents 5~ 3
(iii) Bank balances other than (ii) above liS 127
(iv) Loans 2 ze
(v) Other financial assets 13 122
Current tax assets (net) I
Other current assets 95 91
Assets held for sale 20" 208
Total current
assets
2,04<; 2,033
Total assets 12,41 13,082
EQUITY
AND LIABILITIES
Equity
Equity share capital 1,86S 1,868
Other equity (1,570) (448
Total equity 29S 1,42~
Liabilities
Non-current
liabilities
Financial liabilities
(i) Borrowings IO( 92
(ii) Other financial liabilities 52! 551
Provisions 78 860
Total non- current
liabilities
1,41 1,503
Current
liabilities
Financial liabilities
(i) Borrowings 2,38~ 2,239
(ii) Trade payables
Dues to micro and small enterprises 2,22S 2,045
Dues to others 3,55 3,517
(iii) Other financial liabilities 1,951 1,795
Other current liabilities 34 319
Provisions 14
se
ISO
Current tax liabilities (net) 94
Total current
liabilities
10,70 10,159
Total equity and liabilities 12,41 13,082
(Rupees
in lakhs)
Particulars For the half year ended
Septem ber 30, 2020
For the half year ended
September
30,2019
Cash flow from operating
activities
Loss before taxation
- Continued
operations
(1,105) (1,358)
Profit before taxation
- Discontinued
operations
144
Adjustments
for:
Depreciation
and amortisation
expense
430 732
(profit)lloss
on sale of property,
plant and equipment
(net)
(40) (2,345)
Dividend
on long term non-trade
investments
(46)
Interest income (12) (5)
Diminution
in the value of investment
20
Unwinding
of discount
on security deposits
Finance cost
413 (1)
641
Finance lease income (4) (6)
Allowance/
(reversal)
of expected
credit loss
8 (48)
Remeasurement
of revenue to finance income and lease receivable
44 44
Operating
cash flow before
working
capital
changes
(291) (2,202)
Changes
in assets and liabilities
(Increase)/decrease
in inventories
(Increase)ldecrease
in trade receivables
5
o
2,546
1,372
(Increase)/decrease
in loans and advances
3 20
(Increase)/
decrease
in other financial
assets
(3) (164)
(Increase)/decrease
in other assets
(10) 53
Increase/
(decrease)
in trade payables
223 (896)
Increase/(decrease)
in provisions
(103) (57)
Increase/(decrease)
in financial
liabilities
119 152
Increase/(decrease)
in other liabilities
25 (433)
Cash generated
from operations
Income-taxes
(paid)/ refund
(32)
166
391
100
Net cash generated from operating activities (A) 134 491
Cash flow from investing
activities
Purchase
of property,
plant and equipment
(118)
Purchase
of intangible
assets
(13)
Proceeds
from sale of business
800
Net proceeds
from sale of property,
plant and equipment
44 1,447
Interest received 5 25
Dividend
on long term non-trade
investments
46
Deposits (made)/
matured
not considered
as cash and cash equivalents
(1) 90
Net cash generated from/ (used) ill investing activities (B) 94 2,231
Cash flow from financing
activities
Repayment
of borrowings
13 (462)
Changes
in working
capital borrowings
146 (791)
Payment
towards
lease liability
(1) (40)
Dividend
paid
(9)
Finance cost paid (366) (609)
Net cash (used) in financing
activities (C)
(217) (1,902)
Net cash flows [Increase/tdecreasej]
during
the year (A+B+C)
12 820
Cash and cash equivalents
at the beginning
of the year
94 1,448
Cash and cash equivalents
transferred
on demerger
(Refer
note 41)
(1,012)
Cash and cash equivalents
transferred
on sale of IT business
(refer
note 41)
(192)
Cash and cash equivalents
at the end of the year
106 1,064
Components
of cash and cash equivalents
Cash on hand 3 7
Balances
with scheduled
banks:
103 1,057
- Current accounts
Cash and cash equivalents
at the end of the year
106 1,064

DCMLIMITED

Notes:

S.N o. Particulars For the quarter ended For the six months ended
For the year ended
September 30, 2020 June 30, 2020 September 30, 2019 September 30, 2020 September 30, 2019 March 31, 2020
Unaudited Unaudited Unaudited Unaudited Unaudited Audited
I Segment revenue - continuing operations
a) Real Estate
b) Grey lron Casting 4 (28) 5.100 (24) 12,796 12,890
Total 4 (28) 5,100 (24) 12,796 12,890
Less: Inter seement revenues
Net revenue from operations 4 (28) 5,100 (24) 12,796 12,890
2 Segment revenue - discontinued operations
a) IT Services." 967 2,199 2,199
Net revenue from operations 4 (28) 6,067 (24) 14,995 15,089
3 Segment results (Profit before interest and tax from
ordinary activities)
a) Real Estate
b) Grey Iron Casting (281) (357) (1,330) (638) (2.439) (3,673)
Total (281) (357) (1,330) (638) (2,439) (3,673)
Less: I) Finance costs
: II) Un-allocable expenditure net of
(213) (200) (336) (413) (641) (1,072)
un-allocable incomc/(cxpcnditurc) (15) (39) 1,500 (54) 1,722 1,471
ProfitJ(loss) before tax -continuine operations (509) (596) (166) (1,105) (1,358) (3,274)
4 Profit before tax from discontinued operations
a) IT Services * 107 144 144
ProfitJ(loss) before tax (509) (596) (59) (1,105) (1,214) (3,130)
5 Segment assets
a) IT Services
b) Real Estate 12 12 25 12 25 12
c) Grey Iron Casting 6,882 7,118 9,623 6,882 9,623 7,351
Total segment assets 6,894 7,130 9,648 6,894 9,648 7,363
Others un-allocated 5,523 5,619 7,250 5,523 7,250 5,719
Total assets 12,417 12,749 16,898 12,417 16,898 13,082
6 Segment liabilities
a) IT Services
b) Real Estate 23 23 23 23 23 23
c) Grey Iron Casting 8,142 7,986 8,514 8,142 8,514 7,838
Total segment liabilities 8,165 8,009 8,537 8,165 8,537 7,861
Others un-allocated (excluding borrowings) 930 955 1,059 930 1,059 936
Total liabilities 9,095 8,964 9,596 9,095 9,596 8,797

• Refer Note 3

    1. This Statement has been prepared in accordance with the Companies (Indian Accounting Standards) Rules, 2015, as amended (Ind AS), prescribed under Section 133 ofthe Companies Act, 2013, and other recognised accounting practices and policies to the extent applicable.
    1. The IT Business Undertaking of the Company has been transferred/ vested with DCM Infotech Limited, a wholly owned subsidiary on a going concern basis with effect from September 16, 2019 on the carrying value appearing as on September 15, 2019.

Consequently, the financial results of the Company exclude the IT Division which is disclosed as discontinued operations in the previous periods/ year.

Rs.
In Lakhs
S. No. Particulars Quarter
Ended
Year
Ended
September
30,2019
March
31, 2020
1 Total
Income
1,013 2,245
2 Total Expenses 906 2,101
3 Profit
before
tax
107 144
4 Profit
after tax
107 144
5 Total comprehensive
income
109 144
6 Earnings
per
share
(Rs.)
(not
annualized)
0.58 0.77

Break up of discontinued operations is as under:

  1. In view of continued situation of industrial unrest at Engineering Business Division of the Company, situated at Village Asron, District Shaheed Bhagat Singh Nagar (Punjab), the management of the Division has recommended to declare a lockout. The Board of Directors of the Company in their meeting held on October 21, 2019 has accordingly approved the declaration of lockout at its said Engineering Business Undertaking w.e.f. October 22,2019.

The said lockout was opposed by the workmen of said Engineering Division before the Labour Authorities. Based on the legal advice received by the Company, the management is of the view that the present lockout is legal and justified. Therefore, the Company has not made any provision for wages pertaining to the lockout period October 22, 2019 to September 30 2020 aggregating to Rs. 1826 lakhs out of which Rs. 462 lakhs pertains to quarter ended on September 30,2020.

  1. Board of Directors of the Company in its meeting held on November 28,2019 have approved a composite scheme of arrangement for transfer of its "Engineering Business undertaking "to its wholly owned subsidiary namely DCM Engineering Limited (formerly known as DCM Tools and Dies Limited), on a going concern basis with effect from the appointed date of October 01, 2019 and restructuring of outstanding loans, debts and liabilities of the Engineering Business Undertaking. The above Scheme was filed with the Stock Exchanges viz. Bombay Stock Exchange (BSE) and National Stock Exchange (NSE) for seeking their no-objection. These Stock Exchanges have issued their observation letter enabling the company to file the Scheme with Hon'ble National Company Law Tribunal (NCL T) for seeking their approval. The Company is taking necessary steps

to file the said Scheme in National Company Law Board (NCL T) for seeking their approval. . Copy of the scheme is available on the Company's website.

Since, the aforesaid Scheme is subject to approval from concerned regulatory authorities which is considered to be substantive, the accounting effect of the above Scheme has not been considered in these standalone financial results.

  1. Due to continued situation of industrial unrest coupled with automotive recession, the Company is currently facing liquidity issues towards clearing of statutory dues, vendor payments and repayment of borrowings pertaining to its Engineering Division. This has significantly reduced the Company's net worth and the current liabilities exceed the current assets by Rs. 8,658 lakhs as at September 30, 2020.

The Scheme of Arrangement mentioned in note 5 above has been made with a view to restore profitability and revive the said Engineering Business Undertaking (Undertaking) by facilitating strategic investment and further sale of surplus piece ofland and restructuring of outstanding loans, debts and liabilities pertaining to the Engineering Business to revive the said undertaking and infuse sufficient liquidity.

The management believes that with the above restructuring of Engineering Business Undertaking along with the debt pertaining to said Undertaking and infusing liquidity by focusing /managing of its remaining business undertaking/real estate operation, the Company will be able to continue its operation on a going concern basis.

Accordingly, the financial results ofthe Company have been prepared on a going concern basis.

7. COVID-19 PANDEMIC AND ITS IMPACT

The Ministry of Home Affairs, Government of India on March 24, 2020 notified the first ever nationwide lockdown in India to contain the outbreak of Covid-19 pandemic. The Government has started to lift the lockdown in phases from the beginning of May 2020.

The Management has been closely reviewing the impact of COVID-19 on the Company. Due to continuation oflockout of Engineering Business Unit (Engineering Business Undertaking), declared on October 22,2019, the operation of the said Business Unit remained suspended during the lock down period on account ofCOVID-19. Based on current indicators of future economic conditions, the Company has concluded that the impact of COVID 19 is not material on long term basis on the future potential of its said Engineering Business Unit and Real Estate operation. Due to the nature of the pandemic, the Company will continue to monitor any material changes on the future economic conditions and relating to its Businesses in future periods.

  1. The Company has received certain recovery notices from creditors and a bank. Pursuant to the restructuring scheme approved by the Board of the Company, the settlement of all such creditors and bank has already been provided for in this Scheme. The Company will be shortly filing the said Scheme before NCLT for seeking their approval under section 230 of the Companies Act 2013.

  2. The above results have been reviewed by the Audit Committee and approved by the Board of Directors at its meeting held on November 11, 2020. The review report of the statutory auditors is being filed with the BSE Ltd and National Stock Exchange of India Ltd. For more details on the standalone results, visit Company's website www.dcm.in and Financial Results under Corporates section of www.nseindia.com and www.bseindia.com.

Place: New Delhi

Date: November 11,2020

For and on behalf of the Board of Directors

JITENDRA TULI Jitendra Tuli Managing Director

Digitally signed by JITENDRA TULI Date: 2020.11.11 12:19:14 +05'30'

DIN: 00272930

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

55 KOTHARI MEHTA & COMPANY CHARTERED ACCOUNTANTS

Review Report to The Board of Directors DCM Limited New Delhi

    1. We have reviewed the accompanying statement of unaudited consolidated financial results of DCM Limited (the 'Holding Company' or 'Company'), its subsidiaries (the Holding and its Subsidiaries together referred as 'the Group') and its joint controlled entity along with its subsidiary companies for the quarter and six months ended September 30, 2020, along with notes (the 'Statement'), attached herewith being submitted by the Group pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended (the "Listing Regulations").
    1. This Statement, which is the responsibility of the Holding Company's Management and approved by the Holding Company's Board of Directors, has been prepared in accordance with the recognition and measurement prlnclples laid down in Indian Accounting Standard 34 "Interim Financial Reporting" ("Ind AS 34"), prescribed under Section 133 of the Companies Act, 2013 (the Act), read with relevant rules issued thereunder and other accounting principles generally accepted in India. Our responsibility is to express a conclusion on the Statement based on our review.
    1. We conducted our review ofthe 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 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.

We also performed procedures in accordance with the circular issued by the SEBI under Regulation 33 (8) of the Listing Regulations, as amended, to the extent applicable.

  1. The Statement includes results of the following entities:

a. Subsidiaries

  • 1 DCM Textiles Limited
  • 2 DCM Data Systems Limited
  • 3 DCM Infotech Limited (formerly known as DCM Reality Investment & Consulting Limited)
  • 4 DCM Finance and Leasing Limited
  • 5 DCM Engineering Limited (formerly known as DCM Tools and Dies Limited)
  • 6 DCM Realty and Infrastructure Limited

Plot No. 68, Okhla Industrial Area. Phase-lIf, New 0e1hi-11Q02Q ref: +91-11-4670 8888 E~mall: [email protected] wwvuakmln.tom

7 DCM Engineering Products Educational Society

b. Jointly controlled entity and its subsidiaries

    1. Purearth Infrastructure Limited, jointly controlled entity
    1. Kalptru Reality Private Limited, subsidiary of Purearth Infrastructure Limited

SS KOTHARI MEHTA & COMPANY CHARTEREO ACY'..QUWANTS

    1. Kamayani Facility Management Private Limited, subsidiary of Purearth Infrastructure Limited
    1. Vighanharta Estates Private Limited, subsidiary of Purearth Infrastructure Limited
    1. Based on our review conducted as per para 3 above and upon considerations of reports of other auditors read with para 8 below and management certified financial information, nothing further 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 applicable Indian Accounting Standards i.e. 'Ind AS' prescribed under Section 133 of the Act, read with relevant Rules issued thereunder and other recognized accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of the Listing Regulation including the manner in which it is to be disclosed, or that it contains any material misstatement.

6. Emphasisof Matter

Without modifying our conclusion

  • a. We draw attention to the note 3 of the Statement, during the current quarter in view of continued situation of industrial unrest, Holding Company has declared lockout at its engineering business undertaking. On the basis of legal advice, management of the Parent is of the view that the present lockout is legal and justified. Therefore, the Company has not made any provision for wages pertaining to the lockout period October 22, 2019 to September 30, 2020 aggregating to Rs. 1826 lakhs, Out of which Rs. 462 lakhs pertain to quarter ended on September 30, 2020.
  • b. We draw attention to Note 8 to the Statement, the holding Company has received notice certain notices from creditors (Under Insolvency and Bankruptcy Code) and bank (under SAFESI), management action is also explained in the said note

Material Uncertainty on Going Concern

  1. Without qualifying our conclusion, We draw attention to Note: 5 of the statement highlighting that due to recession in automotive sector and industrial unrest the Group is facing liquidity issues towards clearing of its statutory dues, vendor payments and borrowings pertaining to its Engineering Division. This has significantly eroded the Group's net worth and the current liabilities exceed the current assets by Rs. 7492 lakh as at September 30, 2020. The Covid 19 pandemic has further added uncertainties as referred to in Note 7. The Company has initiated restructuring of its Engineering Division as explained in the said note no 4. The management of Parent believes that with the restructuring of its Engineering Business Undertaking along with the debt pertaining to said undertaking and infusing liquidity by focusing /managing of its remaining business undertaking/real estate operation, the Group will be able to continue its operation on a going concern basis. Accordingly, the statement of the Company has been prepared on a going concern basis.

8. Other Matters

a) We did not review the unaudited quarterly financial results of 6 subsidiaries (including step down subsidiaries) whose unaudited financial results reflect total asset of Rs. 44 lakh, total revenue of Rs. Nil and Rs. Nil, total loss after tax of Rs. 11akh and Rs. 0 lakh, total Comprehensive loss of Rs. 1 lakh and Rs. 0 lakh for the quarter and six month ended September 30,2020 respectively and net cash outflow of Rs 3 lakh, as considered in this Statement. Our report, to the extent it concerns these subsidiaries on the unaudited quarterly consolidated

financial results is based solely on the management certified results, These 6 subsidiaries are not considered material to the Group.

SS KOTHARI/VlEHTA ~ .-.,-, & COMPANY

CHARTERED flCCOONTANTS

  • b) We did not review the unaudited consolidated financial results of one Jointly controlled entity, wherein Group's, share of profit including other comprehensive loss of Rs. (-) 116 lakh and (-) 225 lakh for the quarter and six month ended September 30, 2020, An independent auditor's report on interim financial result of this joint venture has been furnished to us by the management and our conclusion on the Statement, in so far as it relates to the amounts and disclosures in respect of this joint venture is based solely on the report of such auditors and procedures performed by us as stated in paragraph 3 above.
  • c) We did not review the unaudited consolidated fina ncia I results of 3 subsidiaries of the jointly controlled entity, wherein Group's, share of profit including other comprehensive loss of Rs. 0 lakh and 0 lakh for the quarter and six month ended September 30, 2020, as considered in the Statements. Our report, to the extent it concerns these entities on the unaudited quarterly consolidated financial results is based solely on the management certified results. These 3 subsidiaries of the jointly controlled entity are not considered material to the Group.

Our conclusion on the Statement is not modified in respect of above matters.

For S. S. Kothari Mehta & Company Chartered Accountants Firm Registration No: 000756N

S U N IL Digitally signed by: SUNIL WfHAL ON:;CN = SUNIL WAHAL /: j IN 0 :r;: Personal WAHA~ 0,'",2020.11." '2:45: 42·05'30'

Sunil Wahal Partner Membership No: 087294

Place: New Delhi Dated: November 11, 2020 UDIN : 20087294AAAAHU3823 DeM LIMITED Regd. Office: 2050·2052, 2nd Floor, Pla:r:a·ll, Centra! Square, 20, Manohar Lala Khurana Marg, Bara Hindu Rae, New Dcth!- 110006

ClN: L'4899DLI889PLCOOOOO~ [·mail: inl'[email protected] Phone; 01141539170

STATEMENT OF UNAUDITED CONSOLIDATED FiNANCIAL RESULTS FOR THE QUA.RTER AND SIX MONTHS ENDED SEPTEMBER 30, 2020

S.No. For the Quarter ended
Particulan For the six months ended
September 30,2020 June 30, 2020 September 30, 2019 September 30, 2020 September 30, 2019 March 31, 2020
Unaudited Unaudited Unaudltcd Unaudited Unaudited Audited
I
Revenue
(.) Revenue from operations 1,010 1,118 7,135 2,128 16,063 18,609
(b) Other income 38 25 1.694
8,829
63 2.515 2,651
TotaliDcome 1,0~8 1.1~3 2,191 18.578 21.266
ExpenS4!l
(a) Cost or materials consumed (2) 1,412 4,015 4,045
(b) Cost of rights in flats 255 255 255
(0) Changes in inventories of finished goods und work in progress (2) (2) 1,175 (4) 2,194 2,521
(d) Employee benefits expense 741 811 2,241 1,552 4,596 6,611
(e) Finance costs 218 204 347 422 663 1,099
(Q Depreciation and amortization expense 230 237 347 467 774 1,263
(g) Other expenses 315 390 2.503 705 6.627 1.705
Total expenses 1,505 1,638 8,28. 3,1~3 19.184 23.565
I'rofit! (loss) btfore In. and .hare of profit! (Ion) of equlry aceountoo jnvesree (457)
(~95) 549 (952) (606) (2,299)
Share of loss of equity Il'rotIDl«I nweeree (111) (109) (225) (226) (347) (441)
Profit!(kJa)twfOftln. (57~) (6Q.I) 32~ (1,118) (953) (2,7-16)
Tax expense
Current la:•• 21 156 43 156 248
Tax adjustment relating to prior periods " (56)
Deferred tax expense (12) 5 (7) (7)
Total ta1: expense I. 26 156 36 156 185
Profit! loss for the ~riodlvear
from conlinuln • cneartlons
sst) (630) 168 1,214) (1,109) 2.931)
Profit before for tbe period/year - discontinued
operations
I. TaIeIpense
II Profit after tll]; for the period/year - discontinued
operations
12 Profit/Cion) for the period! year (584) (630) 168 (1,21~) (1.109) (2,931)
13 Otber comprehensive
income
(.) Items that will not be nsctassifled to profit or loss
Re-measurcmcnr (losses)' gains: of defined benefit obligations (net of tax) (18) (4) (18) (8) (41)
(b) Items that "ill be reclassified to profit or loss
(9) 17 (9) 16 41
Exchange difference in translating financial statements of foreign operatjons (net of tax)
14 Total comnrehcnslve
income for tbe oerioc1/ 'car
(611) (630) 181 (1,241) (1,101) (2.931)
15 Paid up equity share capital (Face value Rs. 101- each) 1,868 [,868 1,868 1,86M 1,868 1,868
16 Other-equity (2,063)
17 Eamingsl (loss) per equity sbare (EPS) of Ib. 10/· each
(notannuaiiscc1)
Basic and diluted- from continuing operations (3.1l) (3.37) 0.90 (6.50) (5.94) (15.69)
Basic and diluted - from discontinued operations (3.13) (3.37) 0.90 650) 5.94 (15.69)
Basic and diluted

Regd. Office: 2050-2052, 2nd Floor, Plaza-II, Central Square, 20, Manohar Lala Khurana Marg, Bara Hindu Rao, NewDelhi - no 006 CIN: L74899DLl889PLC000004 E-mail: [email protected] Phone: 011-41539170

STATEMENT OF UNAUDITED CONSOLIDATED ASSETS AND LIABILITIES AS AT SEPTEMBER 30, 2020

(Rupees in Lacs)
Particulars As at As at
September
30, 2020
March 31, 2020
Unaudited Audited
ASSETS
Non-current
assets
Property, plant and equipment 5,529 5,962
Capital work-in progress 7 7
Right to use assets 113 162
Intangible assets 25 34
Financial assets
(i) Investments
527 748
(ii) Loans 200 199
(iii) Other financial assets 17 68
Deferred tax assets (net) 15 9
Non-current tax assets (net) 419 583
Other non-current assets 855 853
Total non-current
assets
7,707 8,625
Current
assets
Inventories 1,345 1,351
Financial assets
(i) Trade receivables 753 1,015
(ii) Cash and cash equivalents 725 486
(iii) Bank balances other than (ii) above 243 136
(iv) Loans 26 27
(v) Other financial assets 242 209
Current tax assets (net) 1 I
Other current assets 183 164
Assets held for sale 205 207
3,596
Total current
assets
Total assets
3,723
11,430
12,221
EQUITY
AND LIABILITIES
Equity
Equity share capital 1,868 1,868
Other equity (3,304) (2,063)
Total equity (1,436) (195)
Liabilities
Non-current
liabilities
Financial liabilities
(i) Borrowings 106 102
(ii) Other financial liabilities 617 655
Provisions 927 1,005
Total non- current
liabilities
1,650 1,762
Current
liabilities
Financial liabilities
(i) Borrowings 2,385 2,239
(ii) Trade payables
Total outstanding
dues of micro enterprises and small enterprises
2,228 2,046
Total outstanding
dues of creditors other than micro enterprises and small
enterprises 3,678 3,628
(iii) Other financial liabilities 2,268 2,081
Other current liabilities 374 350
Provisions 165 185
Current tax liabilities (net) 118 125
Total current
liabilities
11,216 10,654
Total equity and liabilities 1l,430 12,221
(Rupees in lacs)
Particulars For the half year ended
September 30, 2020
For the half year ended
Septem ber 30, 2019
Cash flow from operating activities
Loss before taxation - Continued operations (1,177) (953)
Profit before taxation - Discontinued operations
Adjustments for:
Depreciation and amortisation expense 467 774
(Profitj/ loss on sale of property, plant and equipment (net) (40) (2,345)
Unrealised foreign exchange difference
Interest income
(12) 16
Unwinding of discount on security deposits (18) (51)
(1)
Finance cost 422 663
Finance lease income (4) (6)
Allowance/ (reversal) of expected credit loss 8 (5)
Remeasurement of revenue to finance income and lease receivable 44 44
Share of loss in jointly controlled entity 226 347
Operating cash flow before working capital changes (84) (1,517)
Changes in assets and liabilities
(Increase) in inventories 5 2,546
(Increase)/decrease in trade receivables 254 1,271
(Increase)/decrease in loans 2 15
(Increase)/ decrease in other financial assets (19) (91)
(Increase) in other assets (21) 316
Increase/ (decrease) in trade payable
(decrease) in provisions
232
(115)
(903)
(23)
Increase in financial liabilities 164 1,148
Increase/(decrease) in other liabilities 24 (819)
Cash generated from operations 442 1,943
Income-taxes refund 117 107
Net cash generated from operating activities (A) 559 2,050
Cash flow from investing activities
Purchase of property, plant and equipment (115)
Purchase of intangible assets (13)
Net proceeds of property, plant and equipment
Interest received
44
9
1,443
26
Deposits (made)! matured not considered as cash and cash equivalents (116) (106)
Net cash generated from/ (used) ill investing activities (B) (63) 1,235
Cash flow from financing activities
Repayment of borrowings
(1) (467)
Changes in working capital borrowings 146 (587)
Payment towards lease liability (36) (40)
Dividend paid (9)
Interest paid (366) (638)
Net cash (used) in financing
activities (C)
(266) (1,732)
Net cash flows [increase/tdecreasej]
during the year (A+B+C)
230 1,553
Cash and cash equivalents at the beginning of the year 542 872
Cash and cash equivalents transferred
on demerger (Refer note 41)
(1,012) .
Cash and cash equivalents at the end of the year 772 1,413
Components of cash and cash equivalents
Cash on hand
4 26
Balances with scheduled banks:
- Current
accounts
468 1,289
- Deposit accounts 300 98
Cash and cash equivalents at the end of the year 772 1,413

DeM LIMITED

Notes:

I. Consolidated segment wise information for the quarter and six months cnded September 30, 2020

(Rupees in Lakhs)
S. No. Particulars For the Quarter ended For the six months ended For the 'ear ended
Sc ucmbcr 30, 2020 June 30, 2020 Sc ncmbcr 30, 2019 Sc ncmbcr 30, 2020 Sc ucmbcr 30, 2019 March 31, 2020
Unaudited Unaudited Unaudited Unaudited Unaudited Audited
I Segment revenue
a) IT Services 1.006 1,146 1,184 2,152 2,416 4,868
b) Real Estate 851 851 851
c) Grey Iron Casting 4 (28) 5,100 (24) 12,796 12,890
dj Oihcrs
Total 1,010 1,118 7,135 2,128 16,063 18,609
Less : Inter segment revenues
Net revenue from 0 lentioos 1,010 1,118 7,135 2,128 16,063 18,609
2 Segment results (Profit/(loss) before tax and
interest from ordinar')' activities)
a) IT Services 81 100 90 181 139 369
b) Real Estate 595 595 595
c) Grey Iron Casting (281) (357) (1,330) (638) (2,439) (3,673)
d) Others (I) (7) (I) (14) (29)
Total (200) (258) (652) (458) (1,719) (2,738)
Less ; I) Finance costs (218) (204) (347) (422) (663) (1,099)
:II) Un-allocable expenditure net of
incomc/(cxpcnditurc)
en-allocable
(39) (33) 1,548 (72) 1,776 1,538
Share of loss of equity accounted investce (117) (109) (225) (226) (347) (447)
Profitl(loss) before tax (574) (6{).I) 324 (1,178) (953) (2,746)
3 Segment assets
a) Textile
b),IT Services
1,921 1,905 2,042 1,921 2,042 1,839
c) Real Estate 12 12 25 12 25 12
d) Grey Iron Casting 6,882 7,118 9,623 6,882 9,623 7,351
e) Others 44 44 48 44 48 47
Total segment asst•s 8.859 9,079 11,738 8,859 11,738 9,249
Others un-allocated 2,571 2,764 4,675 2,571 4,675 2,972
Total assets 11,430 11,843 16,413 11,430 16,413 12,221
4 Segment liabilities
a) Textile
b) IT Services 793 776 970 793 970 785
c) Real Estate 23 23 23 23 23 23
d) Grey Iron Casting 8,142 7,986 8,514 8.142 8,514 7,838
e) Others 3 4 5 3 5 5
Total segment liabilities 8,961 8,789 9,512 8,961 9,512 8,651
Others un-allocetcd
(excluding
borrowings)
881 905 978 881 978 886
Total liabilities 9,&<2 9,694 10,490 9,842 10,490 9,537
    1. This Statement has been prepared in accordance with the Companies (Indian Accounting Standards) Rules, 2015, as amended (Ind AS), prescribed under Section 133 of the Companies Act, 2013, and other recognised accounting practices and policies to the extent applicable.
    1. In view of continued situation of industrial unrest at Engineering Business Division of the Group, situated at Village Asron, District Shaheed Bhagat Singh Nagar (Punjab), the management of the Division has recommended to declare a lockout. The Board of Directors of the Holding Company in their meeting held on October 21,2019 has accordingly approved the declaration of lockout at its said Engineering Business Undertaking w.e.f. October 22,2019.

The said lockout was opposed by the workmen of said Engineering Division before the Labour Authorities. Based on the legal advice received by the Group, the management is of the view that the present lockout is legal and justified. Therefore, the Group has not made any provision for wages pertaining to the lockout period October 22, 2019 to September 30 2020 aggregating to Rs. 1826 lakhs out of which Rs. 462 lakhs pertains to quarter ended on September 30, 2020.

  1. Board of Directors of the Holding Company in its meeting held on November 28, 2019 have approved a composite scheme of arrangement for transfer of its "Engineering Business undertaking ''to its wholly owned subsidiary namely DCM Engineering Limited (formerly known as DCM Tools and Dies Limited), on a going concern basis with effect from the appointed date of October 01, 2019 and restructuring of outstanding loans, debts and liabilities of the Engineering Business Undertaking. The above Scheme was filed with the Stock Exchanges viz. Bombay Stock Exchange (BSE) and National Stock Exchange (NSE) for seeking their no-objection. These Stock Exchanges have issued their observation letter enabling the Holding Company to file the Scheme with Hon'ble National Company Law Tribunal (NCLT) for seeking their approval. The Holding Company is taking necessary steps to file the said Scheme in National Company Law Board (NCL T) for seeking their approval. Copy of the scheme is available on the Holding Company's website.

Since, the aforesaid Scheme is subject to approval from concerned regulatory authorities which is considered to be substantive, the accounting effect of the above Scheme has not been considered in these consolidated financial results

  1. Due to continued situation of adverse industrial unrest coupled with automotive recession, the Group is currently facing liquidity issues towards clearing of statutory dues, vendor payments and repayment of borrowings pertaining to its Engineering Division. This has significantly reduced the Group's net worth and the current liabilities exceed the current assets by Rs. 7,492 lakhs as at September 30, 2020.

The Scheme of Arrangement mentioned in note 4 has been made with a view to restore profitability and revive the said Engineering Business Undertaking (Undertaking) by facilitating strategic investment and further sale of surplus piece of land and restructuring of outstanding loans, debts and liabilities pertaining to the Engineering Business to revive the said undertaking and infuse sufficient liquidity.

The management believes that with the above restructuring of Engineering Business Undertaking along with the debt pertaining to said Undertaking and infusing liquidity by focusing /managing of its remaining business undertaking/real estate operation, the Group will be able to continue its operation on a going concern basis.

Accordingly, the financial results of the Group have been prepared on a going concern basis.

  1. The unaudited standalone financial results are available on the Holding Company's website www.dcm.in. The particulars in respect of Holding Company's standalone results are as under:
Particulars Quarter ended Half year ended As at
September
30,2020
June 30,
2020
September
30,2019
September
30,2020
September
30,2019
March 31,
2020
Revenue from
operations
4 (28) 5,100 (24) 12,796 12,890
Profit/(loss) for the
period from
continuing opeartions
(509) (596) (166) (1,105) (1,358) (3,274)
Profit/(loss) after tax
for the period -
discontinued
operations
- - 107 - 144 144
Net profit/(loss) (509) (596) (59) (1,105) (1,214) (3,074)
Total comprehensive
income
(527) (596) (61) (1,123) (1,221) (3,110)
Profit before interest,
depreciation and tax
(PBlDT)
(82) (180) 601 (262) 159 (881)
Cash profit/ (loss) (295) (380) 265 (675) (482) (1,897)

(Rs. in lakhs)

The unaudited consolidated financial results for the quarter ended September 30, 2020, unaudited consolidated results for the quarter ended September 30, 2019, and unaudited consolidated financial results for the quarter and year ended March 31, 2020 have been prepared by the Group in accordance with the requirements of Ind AS 110 "Consolidated Financial Statements", lnd AS 111 "Joint Arrangements" and lnd AS 28 "Investments in Associates and Joint Ventures", as specified under Section 133 of the Companies Act, 2013, read with the Companies (Indian Accounting Standards) Rules, 2015 and on the basis of the separate unaudited financial results of the Parent Company, its subsidiaries, its trust and jointly controlled entity and subsidiaries of the jointly controlled entity.

The unaudited financial results of 6 subsidiaries namely OCM Infotech Limited (Formerly known as OCM Realty Investment & Consulting Limited), OCM Data Systems Limited, OCM Finance & Leasing Limited, OCM Textiles Limited, OCM Engineering Limited (Formerly known as OCM Tools & Dies Limited), and OCM Realty and Infrastructure Limited have been consolidated. Financial statements of 5 out of above 6 have been audited by their respective statutory auditors.

7. COVIO-19 PANDEMIC AND ITS IMPACT

The Ministry of Home Affairs, Government of India on March 24, 2020 notified the first ever nationwide lockdown in India to contain the outbreak of Covid-19 pandemic. The Government has started to lift the lockdown in phases from the beginning of May 2020.

The Management has been closely reviewing the impact of COVID-19 on the Company. Due to continuation oflockout of Engineering Business Unit (Engineering Business Undertaking), declared on October 22, 2019, the operation of the said Business Unit remained suspended during the lock down period on account of COVID-19. Based on current indicators of future economic conditions,

the Company has concluded that the impact ofCOVID 19 is not material on long term basis on the future potential of its said Engineering Business Unit and Real Estate operation. Due to the nature of the pandemic, the Company will continue to monitor any material changes on the future economic conditions and relating to its Businesses in future periods.

    1. The Holding Company has received certain recovery notices from creditors and a bank. Pursuant to the restructuring scheme approved by the Board ofthe Company, the settlement of all such creditors and bank has already been provided for in this Scheme. The Company will be shortly filing the said Scheme before NCLT for seeking their approval under section 230 of the Companies Act 2013.
    1. The above results have been reviewed by the Audit Committee and approved by the Board of Directors at its meeting held on November 11, 2020. The review report of the statutory auditors is being filed with the BSE Ltd and National Stock Exchange of India Ltd. For more details on the consolidated results, visit Holding Company's website www.dcm.in and Financial Results under Corporates section of www.nseindia.com and www.bseindia.com.

Place: New Delhi Date: November 11, 2020 For and on behalf of the Board of Directors JITE N D RA Digitally signed by

JITENDRA TULI Date: 2020.11.11 TU 12:19:39 +05'30' ll

Jitendra Tuli Managing Director DIN: 00272930