Dynamatic Technologies Ltd. — Audit Report / Information 2019

May 29, 2019

DYNAMATIC TECHNOLOGIES LIMITED

29th May, 2019

10.
The Secretary	The Secretary
Bombay Stock Exchange Limited	National Stock Exchange of India Limited
Phiroze Jeejeebhoy Towers	"Exchange Plaza"
Dalal Street	Bandra-Kurla Complex, Bandra East
MUMBAI 400 001.	MUMBAI 400 051.

Sub: Board Meeting Outcome Ref: Scrip code: NSE: DYNAMATECH; BSE: 505242

Dear Sir / Madam,

$\frac{1}{2}$

In further to our letter dated 21st May 2019, we write to inform that the significant matters arising out of the Board Meeting held today i.e., 29th May 2019, are as appended hereunder:

• The Board considered and approved the Standalone and Consolidated Audited Financial Results $1.$ for the quarter and year ended 31st March, 2019. Copy of the audited financial results has been enclosed.
• 1. We hereby declare that, the Independent Auditors' report on the annual accounts of the Company for the year ended 31^st March 2019, contains unmodified opinion.
• 1. Pursuant to Section 139 of the Companies Act, 2013 and the Rules made thereunder, it is mandatory for the Company to rotate its current Statutory Auditors, M/s. B S R & Co. LLP, Chartered Accountants (ICAI Firm Registration No. 101248W/W-100022), on the completion of the maximum term i.e. till the conclusion of the 44th Annual General Meeting of the Company scheduled to be held in the year 2019.

Accordingly, based on the recommendations of the Audit Committee, the Board of Directors of the Company, at its meeting held on 29^th May 2019, has recommended the appointment of Deloitte Haskins & Sells LLP, (ICAI Firm Registration No. 117366W/W-100018) as the Statutory Auditors of the Company who will hold office for a period of five consecutive years from the conclusion of the 44th Annual General Meeting of the Company scheduled to be held in the year 2019 till the conclusion of the $49^th$ Annual General Meeting to be held in the year 2024, subject to the approval of the shareholders of the Company.

The details as required under Regulation 30 of LODR read with SEBI Circular no. CIR/CFD/CMD/4/2015 dated September 9, 2015 are enclosed as Annexure A.

In an effort to maximize stakeholders value and diversification of their portfolio by providing $\overline{4}$ . them direct ownership in each business segments viz. Hydraulics, Aerospace, Defence $\&$ Automotive and Metallurgy, and with a view to streamline the operations and ownership structure of the Company, the Company has considered and decided to take steps to demerge automotive and metallurgy related business segments through composite scheme of arrangement:

Dynamatic Park Peenya Bangalore 560 058 India Tel +91 80 2839 4933 / 34 / 35 Fax +91 80 2839 5823 www.dynamatics.com

Corporate Identity Number: L72200KA1973PLC002308

DYNAMATIC TECHNOLOGIES LIMITED

• a) For Company to focus on its Aerospace & Hydraulics Business and providing Company's shareholders direct ownership/stake in Aerospace & Hydraulics and Non-Aerospace Business (Automotive and Metallurgy), as they have different risk/rewards and are subject to distinct technical and regulatory requirements; and .
• b) the demerger of its Iron Casting, Foundry & Windmill Business into its Subsidiary or a new entity as may be identified, the equity shares of which will be listed on NSE and BSE.

Kindly note that the aforementioned proposal is subject to all applicable approvals, including approval from the Board of the Company and other entities forming part of the proposed scheme.

Further, please note that the terms of the draft scheme has not yet been discussed or finalized, and details required under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 will be intimated on approval of the draft proposal by the Board.

The Board will take the final decision in due course regarding the aforementioned proposal, upon obtaining the required professional advice, and the Company will make further announcements when the appropriate decisions are made.

We kindly request you to take this letter along with the enclosures on record.

Thank you.

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Yours faithfully, for DYNAMATIC TECHNOLOGIES LIMITED

Shivaram V Head - Legal, Compliance & Company Secretary Enclosure: as above

Dynamatic Park Peenya Bangalore 560 058 India Tel +91 80 2839 4933 / 34 / 35 Fax +91 80 2839 5823 www.dynamatics.com

DYNAMATIC TECHNOLOGIES LIMITED

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Annexure A

Reasons for Change	It is mandatory for the Company to rotate its
	current auditors i.e. M/s. BSR & Co. LLP,
	Chartered Accountants (ICAI Firm Registration
	No. 101248W/W-100022) on completion of their
	maximum term i.e. till the conclusion of the 44 th
	Annual General Meeting of the Company
	scheduled to be held in the year 2019.
	Accordingly, the Board of Directors of the
	Company, at its meeting held on May 29, 2019,
	has recommended the appointment of Deloitte
	Haskins & Sells LLP, Chartered Accountants as
	the statutory auditors of the Company.
Date of appointment and term of appointment	Deloitte Haskins & Sells LLP, (ICAI Firm
	Registration No. 117366W/W-100018) will hold
	office for a period of five consecutive years from
	the conclusion of the 44th Annual General
	Meeting of the Company scheduled to be held in
	the year 2019 till the conclusion of the 49 th
	Annual General Meeting to be held in the year
	2024, subject to the approval of the shareholders
	of the Company.
Brief Profile of Auditors	Deloitte Haskins & Sells LLP, Chartered
	Accountants ("DHS LLP"), is a Firm registered
	with the Institute of Chartered Accountants of
	India, with Firm Registration No. 117366W/W-
	100018. DHS LLP has a strong National
	presence having 14 offices in India and serves
	several large listed and unlisted companies in all
	the business sectors, including the sector in which
	the Company operates.

Dynamatic Park Peenya Bangalore 560 058 India
Tel +91 80 2839 4933 / 34 / 35 Fax +91 80 2839 5823
www.dynamatics.com

$\overline{1}$

Corporate Identity Number: L72200KA1973PLC002308

Chartered Accountants

Maruthi Info-Tech Centre 11-12/1, B Block, 2nd Floor Inner Ring Road, Koramangala Bangalore 560 071 India

Telephone +91 80 7134 7000 +91 80 7134 7999 Fax

Independent Auditors' Report on Standalone Annual Financial Results of Dynamatic Technologies Limited pursuant to the Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015

T_o

Board of Directors of Dynamatic Technologies Limited

We have audited the standalone annual financial results of Dynamatic Technologies Limited ("the Company") for the year ended 31 March 2019, attached herewith, being submitted by the Company pursuant to the requirement of Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('Listing Regulations'). Attention is drawn to the fact that figures for the last quarter ended 31 March 2019 and the corresponding quarter ended in the previous year as reported in these standalone annual financial results are the balancing figures between audited figures in respect of the full financial year and the published year to date figures upto the end of the third quarter of the relevant financial year. Also the figures up to the end of the third quarter had only been reviewed and not subjected to audit.

These standalone annual financial results have been prepared on the basis of the Standalone annual financial statements and reviewed quarterly financial results which are the responsibility of the Company's Management. Our responsibility is to express an opinion on these standalone annual financial results based on our audit of the Standalone annual financial statements, which have been prepared in accordance with the recognition and measurement principles laid down in the Companies (Indian Accounting Standards) Rules, 2015 as per Section 133 of the Companies Act, 2013 and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations.

We conducted our audit in accordance with the auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the standalone annual financial results are free of material misstatements. An audit includes examining, on a test basis, evidence supporting the amounts disclosed as financial results. An audit also includes assessing the accounting principles used and significant estimates made by Management. We believe that our audit provides a reasonable basis for our opinion.

B S R & Co. (a partnership firm with Registration No. BA61223) converted into B S R & Co. LLP (a Limited Liability Partnership with LLP Registration No. AAB-8181)

Registered Office: oor, Lodha Excelus Apollo Mills Compound N M Joshi Marg, Mahalakshmi Mumbai 400 011

In our opinion and to the best of our information and according to the explanations given to us, these Standalone fi nancial results :

• (i) are presented in accordance with the requirements of Regulation 33 of the Listing Regulations in this regard; and
• (ii) give a true and fair view of the net profit and other comprehensive income and other frnancial information for the year ended 3l March 2019.

forBS R& Co. LLP Chartered Accountants registration number: I 0 I 248W/W -100022

Membership No.: ²⁰⁵³⁸⁵ Partner

Place: Bengaluru Date:29 May 2019

DYNAMATIC TECHNOLOGIES LIMITED
CIN: L72200KA1973PLC002308
DYNAMATIC PARK, PEENYA, BENGALURU-560 058, INDIA
Part- I Statement of audited standalone financial results for the quarter and year ended 31 March 2019

	Part- I Statement of audited standalone financial results for the quarter and year ended 31 March 2019				(Rs in lacs, except as otherwise stated)
			Quarter ended		Year ended
SI. No.	Particulars	31 March 2019	31 December 2018	31 March 2018	31 March 2019	31 March 2018
	Continuing Operations	(Audited)*	(Unaudited)	(Audited)*	(Audited)	(Audited)
$1\,$	Income
	a) Revenue from operations (refer note 9)	15,360	15,210	14,194	59,215	48,832
	b) Other income	355	(111)	212	892	647
	Total income (a+b)	15,715	15,099	14,406	60,107	49,479
$\overline{2}$	Expenses
	a) Cost of materials and components consumed	6,731	6,913	6,801	27,064	22,311
	b) Change in inventory of finished goods and work-in-progress	388	(12)	(261)	742	(154)
	c) Excise duty (refer note 9)	Y.	n.		s.	440
	d) Employee benefits expense	1,709	1.952	1.922	7,247	7,179
	e) Finance costs	1,833	1,749	1,701	6,832	6,328
	f) Depreciation and amortisation expense g) Other expenses	414	450	468	1,865	1,964
	Total expenses (a+b+c+d+e+f+g)	3,235 14,310	2,798 13,850	2,394 13,025	10,821 54,571	9,206 47,274
$\overline{\mathbf{3}}$	Profit from continuing operations before $\text{tax}(1 - 2)$	1,405	1,249	1,381	5,536	2,205
$\overline{4}$	Tax expense/ (credit)
	a) Current tax	(330)	404	803	1,294	632
	b) Deferred tax	862	18	(389)	643	62
	Total tax net (a+b)	532	422	414	1,937	694
5	Profit for the period from continuing operations $(3 - 4)$	873	827	967	3,599	1,511
	Discontinued operations (refer note 7)
6	Loss from discontinued operations	(250)	(190)	(508)	(460)	(1,652)
$\tau$	Tax credit of discontinued operations	(83)	(1)	(152)	(91)	(520)
8	Loss from discontinued operations after tax (6-7)	(167)	(189)	(356)	(369)	(1, 132)
$\overline{9}$	Profit for the period (5+8)	706	638	611	3,230	379
10	Other comprehensive income (OCI)
i)	"Items that will not to be reclassified subsequently to profit and loss"
	Remeasurements of defined benefit plans	(102)	40	9	24	(217)
	Income tax on (i) above	35	(14)	(3)	(9)	75
	Other comprehensive income for the period, net of tax	(67)	26	6	15	(142)
11	Total comprehensive income for the period (9+10)	639	664	617	3,245	237
12	Paid-up equity share capital (face value of Rs 10/- each)	634	634	634	634	634
13	Reserves (Other equity)		ċ		51,046	47,954
14	Earnings per share	(not annualised)	(not annualised)	(not annualised)	(annualised)	(annualised)
	Earnings per share (for continuing operations)
	Basic and diluted (Rs)	1377	13.04	15.25	56.77	23.83
15	Earnings per share (for discontinued operations)
	Basic and diluted (Rs)	(2.63)	(2.98)	(5.62)	(5.82)	(17.85)
16	Earnings per share (for continuing and discontinued operations)
	Basic and diluted (Rs)	11.14	10.06	9.64	50.95	5.98

$*(refer note 3)$

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DYNAMATIC TECHNOLOGIES LIMITED
CIN: L72200KA1973PLC002308
Annexure IV: Statement of standalone segment wise revenue, results, assets and liabilities for the quarter and year ended 31 March 2019

						(Rs in lacs)
			Quarter ended			Year ended
Sl. No.	Particulars	31 March 2019	31 December 2018	31 March 2018	31 March 2019	31 March 2018
		(Audited)*	(Unaudited)	(Audited)*	(Audited)	(Audited)
1	Segment revenue
	a) Hydraulics	6.491	6,345	6,058	25,577	22,354
	b) Aerospace and Defence	8,663	8,657	7,815	32,802	25,251
	c) Others	206	208	321	836	1,227
	Revenue from operations (continuing operations)	15,360	15,210	14,194	59,215	48,832
	d) Automotive and Aluminium castings (discontinued operations) (refer note 7)	1.623	2,318	1,911	7,853	8.063
	Total revenue from operations (continuing and discontinued operations)	16,983	17,528	16,105	67,068	56,895
$\overline{2}$	Segment results [profit/(loss) before finance costs, other income and tax from each segment)
	a) Hydraulics	723	805	823	3,024	2,273
	b) Aerospace and Defence	2,433	2,531	2.126	9,321	6,020
	c) Others	(273)	(227)	(79)	(869)	(407)
	Total (continuing operations)	2,883	3,109	2,870	11,476	7,886
	d) Automotive and Aluminium castings (discontinued operations) (refer note 7)	(250)	(190)	(508)	(460)	(1,652)
	Total (continuing and discontinued operations) Unallocable	2,633	2,919	2,362	11,016	6,234
	- Finance costs	1,833	1,749	1,701	6,832	6,328
	- Other income	355	(111)	212	892	647
	Profit before tax (continuing and discontinued operations)	1,155	1,059	873	5,076	553
$\overline{\mathbf{3}}$	Segment assets
	a) Hydraulics	14,987	13,588	14,183	14,987	14.183
	b) Aerospace and Defence	39,275	41,114	39,651	39,275	39,651
	c) Others	7,495	8,253	2,564	7,495	2,564
	d) Automotive and Aluminum castings (continuing operations)			15,936		15,936
	e) Unallocated	57,450	58,778	56,451	57,450	56,451
	Segment assets from continuing operations	119,207	121,733	128,785	119,207	128,785
	f) Automotive and Aluminum castings (discontinued operations) (refer note 7)
		7,574	11,619		7.574
	Segment assets (continuing and discontinued operations)	126,781	133,352	128,785	126,781	128,785
$\overline{4}$	Segment liabilities
	a) Hydraulics	8,031	7,589	7,254	8,031	7.254
	b) Aerospace and Defence	5,192	5,627	5,649	5,192	5,649
	c) Others	1,590	6,182	378	1,590	378
	d) Automotive and Aluminum castings (continuing operations)			4,486		4.486
	e) Unallocated	60,207	62,158	62,430	60,207	62,430
	Segment liabilities from continuing operations	75,020	81,556	80,197	75,020	80,197
	f) Automotive and Aluminum castings (discontinued operations) (refer note 7)	81	761		81
	Segment liabilities (continuing and discontinued operations)	75,101	82,317	80,197	75,101	80,197
*(refer note 3)

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DYNAMATIC TECHNOLOGIES LIMITED CIN: L72200KA1973PLC002308 DYNAMATIC PARK, PEENYA, BANGALORE-560 058, INDIA

Standalone Balance sheet as at (Rs in lacs) Particulars 31 March 2019 31 March 2018 (Audited) (Audited) ASSETS Non-current assets a) Property, plant and equipment 23,526 34,987 b) Capital work-in-progress 214 384 c) Intangible assets 34 74 d) Financial assets (i) Investments 53,510 53,510 (ii) Non-current loans 752 790 (iii) Other non- current financial assets 18 18 e) Income tax assets (net) 606 f) Other non-current assets 1,758 360 Sub-total 80,418 90,123 Current assets a) Inventories 10,937 12,065 b) Financial assets (i)Trade receivables 14,202 15,635 (ii) Cash and cash equivalents 287 364 (iii) Bank balances other than cash and cash equivalents above 3,029 2,215 (iv) Current loans 406 291 (v) Other current financial assets 1,323 1,938 c) Other current assets 7,172 7,587 d) Assets classified as held for sale (refer note 7) 7,574 Sub-total 46,363 38,662 TOTAL ASSETS 126,781 128,785 EQUITY AND LIABILITIES Equity a) Equity share capital 634 634 b) Other equity 51,046 47,954 Total equity 51,680 48,588 Liabilities Non-current liabilities a) Financial liabilities (i) Non-current borrowings 34,392 36,186 (ii) Other non-current financial laibilities $11$ $31$ b) Non-current provisions 1,964 1966 c) Deferred tax liabilities (net) 6,548 5,896 Sub-total 42,915 44,079 Current liabilities a) Financial liabilities (i) Current borrowings 15,689 18,459 (ii) Trade payables (a) total outstanding dues of micro enterprises and small enterprises 577 129 (b) total outstanding dues of creditors other than micro enterprises and small enterprises 11,615 12,031 (iii) Other current financial liabilities 3,672 4,192 b) Current provisions 322 359 c) Current tax liabilities (net) 380 d) Other current liabilities 230 568 e) Liabilities directly associated with assets classified as held for sale (refer note 7) 81 Sub-total 32,186 36,118 TOTAL EQUITY AND LIABILITIES

See accompanying note to the Standalone financial results

128,785

126,781

DYNAMATIC TECHNOLOGIES LIMITED CIN: L72200KA1973PLC002308 DYNAMATIC PARK, PEENYA, BENGALURU-560 058, INDIA

Audited standalone financial results for the quarter and year ended 31 March 2019

Notes:

• 1. The above standalone financial results ('the Statement') of Dynamatic Technologies Limited ('the Company') have been prepared in accordance with applicable accounting standards i.e. Ind AS prescribed under Section 133 of the Companies Act, 2013 read with relevant rules thereunder and in terms of Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
• 1. The Statement of the Company for the quarter and year ended 31 March 2019 have been reviewed by the Audit Committee and thereafter approved by the Board of Directors in the meeting held on 29 May 2019.
• 1. The above results of the Company have been audited by the Statutory Auditors and they have issued an unqualified opinion on the same. The figures for the quarter ended 31 March 2019 and 31 March 2018 are the balancing figures between the audited figures in respect of the full financial year and unaudited year to date figure up to the end of the third quarter for the respective financial years. Also, figures up to the end of the third quarter were only reviewed and not subject to audit.
• 1. Other income for the quarter ended 31 December 2018 includes forex loss of Rs 183 lacs.
• 1. Pursuant to the provisions of the SEBI (Listing obligations and Disclosure Requirements) Regulations, 2015, the Management has decided to publish audited consolidated financial results in the newspapers. However, the audited standalone financial results of the Company will be made available on the Company's website www.dynamatics.com and also on the website of BSE (www.bseindia.com) and NSE (www.nseindia.com). The standalone audited financial results of the Company has been filed with the Bombay Stock Exchange ("BSE") and the National Stock Exchange ("NSE") and is also available on the Company's website at www.dynamatics.com.
• Based on the "Management approach" as defined in Ind AS 108 Operating Segments, the Chief Operating 6. Decision Maker evaluates the Company's performance and allocates resources based on an analysis of various performance indicators by business segments. Accordingly, information has been presented along with these business segments viz., Hydraulics, Aerospace and Defence, Automotive and Aluminium Castings and Others. The accounting principles used in the preparation of these financial results are consistently applied to record revenue and expenditure in individual segments.

7. Discontinued operations and assets held for sale

During the year ended 31 March 2018, the Board of Directors of the Company vide its meeting dated 28 February 2018, had approved the divestment of "Automotive and Aluminium Castings" ('discontinued business') segment of the Company. Subsequently, the Company has obtained the Shareholders' approval (a substantive approval) vide postal ballot dated 15 May 2018 and accordingly "Automotive and Aluminium Castings" segment was classified as discontinued operation from the quarter ended 30 June 2018. "Automotive and Aluminium Castings" segment comprises Aluminium business, Iron business and Windfarm business

During the year, the Board of Directors of the Company vide its meeting dated 14 November 2018, after evaluation of various bids received from prospective buyers, approved the proposal received from M/s. Hi-Tech Arai Private Limited ('Hi-Tech') for sale of certain assets of the Aluminium business.

Notes (continued)

On 31 December 2018, the Company had entered into a business transfer agreement with Hi-Tech to sell certain assets of the Aluminium business. The transaction was consummated on 17 January 2019.

The impact of the transaction on the Statement of profit and loss is as follows:

	(Rs in lacs)
Particulars	31 March 2019
Gross sale consideration (A)	4,302
Book value of fixed assets sold (B)	3,994
Net book value of other assets (net of liabilities) sold $(C)$	302
Expenses pertaining to the disposal of the business $(D)^*$	194
Loss on disposal of Aluminium business (discontinued operation) $(E) = (A-B-C-D)$	(188)
Results from discontinued operations before tax $(F)$	(272)
Total loss from discontinued operations before tax $(G) = (E+F)$	(460)

*Expenses pertaining to disposal of the business primarily represents amount paid to SIPCOT towards dues for land differential charges.

The results of discontinued business included in the standalone financial results are as follows:

Particulars	Ouarter ended 31 March 2019	Quarter ended 31 December 2018	Quarter ended 31 March 2018	Year ended 31 March 2019	Year ended 31 March 2018
Revenue	1.623	2.318	1.911	7.853	8.063
Expenses	1.873	2.508	2.419	8.313	9.715
Loss before tax	250	190	508	460	1,652

The Company continues to disclose the assets and liabilities of the Iron business and Windfarm (part of "Aluminium and Automotive Casting Segment") as "Asset held for sale" as on 31 March 2019 in accordance with Ind AS 105.

As per requirement of Ind AS 105, the Company has re-presented the comparative of the previous periods by segregating the results of discontinued operations and continuing operations separately.

1. Effective 1 April 2018, the Company has adopted Ind AS 115 "Revenue from Contracts with Customers" using cumulative effect method (without practical expedients). The adoption of the standard did not have any material impact on retained earnings as on 1 April 2018 and the standalone audited financial results for the quarter and year ended 31 March 2019.

(Rs in lacs)

Notes (continued)

1. Consequent to the introduction of Goods and Service Tax ("GST") with effect from 1 July 2017, Central Excise, Value Added Tax ("VAT"), etc have been subsumed into GST. In accordance with Indian Accounting Standard -18 on Revenue and Schedule III of the Companies Act, 2013 unlike Excise duties, levies like GST, VAT, etc are not part of revenue. Accordingly, the figures for the year ended 31 March 2018 are not strictly relatable to those thereafter. The following additional information is being provided to facilitate such an understanding:

	$(Rs$ in lacs) Quarter ended Year ended
Particulars	31 March 2019	31 December 2018	31 March 2018	31 March 2019	31 March 2018
Revenue from continuing operations (A)	15,360	15,210	14.194	59,215	48,832
Excise duty $(B)$		÷			(440)
Revenue from continuing operations (net) of excise duty) (A-B)	15,360	15.210	14.194	59.215	48,392

for and on behalf of Board of Directors of Dynamatic Technologies Limited

TECHNO Udayant Malhoutra CEO and Managing Director GALOR Place: Bengaluru Date: 29 May 2019

B S R & Co. LLP

Chartered Accountants

Maruthi lnfo-Tech Centre "t1-1211, B Block,2nd Floor lnner Ring Road, Koramangala Bangalore 560 071 lndia

Telephone +91 B0 ^71347000 Fax +91 B0 7134 7999

Independent Autlitor's Report on Consolidated Annual Financial Results of Dynamatic Technologies Limited pursuant to the Regulation 33 of the Securities and Exchange Boartl of India (Listing Obligations and Disclosure Requirements) Regulations, 201 ⁵

To

Board of Directors of Dynamatic Technologies Limited

We have aLrdited the consoliclated anrrual financial results of- Dynamatic Technologies Lirnitecl ("the Cotnpany") fbr the year ended 3l Malch 2019, attached herewith, being sr-lbrnitted by the Company pursuant to the I'equirelrer'ìt of Regulaticrn 33 of tlle SecLlrities and Exchange Boarcl of'India (Listing Obligations and Disclosure Requirernents) Regulations. 2015 ('Listing Regulatiorrs'). Attention is drawn to the fact that the figures fbr the last quarter ended 3 I March 2019 and the corresponding quarter endecl in the previotts year as reported in these consoliclated alrnual fìnancial results are the balancing lÌgures between consolidated aLrclited fìgures in respect of the firll lirrarrcial year ancl the published year to date consolidated figures upto tlre errd of'the tliird quarter olthe relevant fìnancial year. Also the figures Lrp to the end of tlle third qr-rarter had orrly been reviewed and not sr.rbjected to aLrdit.

These consolidated aunual fìnancial results have been prepared fì'onr consolidatecl annual fìnancial statemet'ìts and reviewed qLrarterly consoliclated fìnancial results whicll are the responsibility of the Cor.trpany's Matragemetrt. Our responsibility is to express an opinion on these consolidated annual financial results based on ourauditof such consolidated annual fìnancial staterneÍìts. which lrave been prepared in accordance with the recognition ancl uleasllrelrent principles laicl dorvn iu the Cornparries (lndian Accourrtittg Starrdards) Rules,20l5 as pel section 133 of the Coutpanies Act.20l3 and other accounting principlcs generally accepted in Irrdia arrd in compliance with RegLrlation 33 of the't.isting Regulations.

We coltclucted our auclit in accorc'larrce u,ith the auditing standards generally acceptecl in lrrclia.'fhose standards require that we plarr ancl perfbrm the audit to obtain re¿rsouable assLlrarlce abor,rt whether the consolidated annual fìnancial results are lì'ee of nlaterial rnisstatemerrts. An auclit inclLrdes exarnining. on a test basis. cviclence supporting tlre arnounts disclosecl as fìnarrcial rcsults. An audit also includes assessittg thc accoulrtirrg plinciples usecl ancl significant estilnates rnade by Managcrncltt. We believe that our audit provides a reasonable basis Íor our o¡rirrion.

B S R & Co. la partnersh¡p l¡rm w¡th Reg¡stralion No. 84612231 converted into B S R & Co. LLP (a Limited Liabil¡ty Pânnêrsh¡p w¡th LLP Hsgrstratron No. AAB-8181) w¡th efect from October 14, 2013

ßeglstered Ofllce: srh FlæL Lodha Ercslus Apollo Malls Compound ^NM Josh¡ Marg. Mahalakshmi MunÌbo¡ 400 011

We did not audit the financial statements of eight subsidiaries included in the consolidated annual financial results, whose annual financial statements reflect total assets of INR 74,994 lakhs as at 31 March 2019 as well as the total revenue (including other income) of INR 83,454 lakhs for the year ended 31 March 2019. Of the above:

• (i) Five of these subsidiaries are located outside India whose financial statements and other financial information have been prepared in accordance with accounting principles generally accepted in their respective countries. The Company's Management has converted the financial statements of such subsidiaries located outside India from accounting principles generally accepted in their respective countries to accounting principles generally accepted in India. This has been done on the basis of a reporting package prepared by the Company which covers accounting requirements applicable to these consolidated annual financial results under the generally accepted accounting principles in India. The reporting packages made for this purpose have been audited by other auditors and reports for consolidation purpose have been furnished to us. Our opinion in so far as it relates to the financial results of such subsidiaries located outside India is based on the report of other auditors.
• (ii) One subsidiary is located outside India whose financial statements and other financial information has been prepared in accordance with accounting principles generally accepted in that country and which has been audited by other auditors under generally accepted auditing standards applicable in that country. The Company's Management has converted the financial statement and other financial information of such subsidiary located outside India from accounting principles generally accepted in that country to accounting principles generally accepted in India. We have audited these conversion adjustments made by the Company's management. Our opinion in so far as it relates to the financial results of such subsidiary located outside India is based on the report of the other auditors and the conversion adjustments prepared by the Management of the Company and audited by us.
• (iii) The annual financial statements and other financial information of two subsidiaries incorporated in India have been audited by other auditors whose reports have been furnished to us, and our opinion on these consolidated annual financial results, to the extent they have been derived from such annual financial statements is based solely on the report of such other auditors.

Our opinion on the consolidated annual financial results is not modified in respect of the above matters with respect to our reliance on the work done and the reports of the other auditors and the financial statements/financial information certified by the Management.

In our opinion and to the best of our information and according to the explanations given to us, and based on consideration of reports of other auditors on separate financial statements of the subsidiaries as aforesaid, these consolidated financial results:

• (i) include the annual financial results of the entities as mentioned in Annexure l;
• (ii) have been presented in accordance with the requirements of Regulation 33 of the Listing Regulations in this regard; and
• (iii)give a true and fair view of the net consolidated profit and other comprehensive income and other financial information for the year ended 3l March 2019.

forB9 R& Co. LLP Chartered Accountants

Partner Membership number: 205385

Place: Bengaluru Datei2gMay 2019

Annexure I : List of entities consolidated as at 3 I March 2019

N at e ur	. N S o.	E itv nt N am e	C of I tio tr n o un v nc o ro o ra
S ub si dl ie ¡r s	l	JK M L im ite d R h Fa es ea rc rm	In di a
(in cl ud in g	2	JK M C lo ba l Li ite d Pt m e	S in re ga po
st ep	3	U K L im ite d D ic at yn am ,	om K in gd U ni d te
bs id ia rie s) su	4	U K Y Li ite d T In st t ew re e ve m en m ,	om K in gd U ni d te
	5	LL C S D ic U at yn am	f A ic U ni d te St at o a m er es
	6	JK M Li ite d E rla A iv ut ot om e m	In di a
	7	Li ite d JK M A iv ut ot m om e	In di a
	8	JK M E rla H ol di G bH G ng s m er m an y ,	G er m an y
	9	E is k E rla G bH C en w er m er m an y ,	G er m an y
	l 0	JK M Li ite d F h ot m en ec	ln di a

DYNAMATIC TECHNOLOGIES LIMITED
CIN: L72200KA1973PLC002308
DYNAMATIC PARK, PEENYA, BENGALURU-560 058, INDIA
Part- I Statement of audited consolidated financial results for the quarter and year ended 31 March 2019

					(Rs in lacs, except as otherwise stated)
			Quarter ended		Year ended
SI. No.	Particulars	31 March 2019	31 December 2018	31 March 2018	31 March 2019	31 March 2018
		(Audited)*	(Unaudited)	(Audited)*	(Audited)	(Audited)
	Continuing Operations
$\mathbf{1}$	In come
	a) Revenue from operations (refer note 10)	38,486	36,656	37,203	150,030	132,779
	b) Other income	89	(124)	103	724	578
	Total income (a+b)	38,575	36,532	37,306	150,754	133,357
$\overline{2}$	Expenses
	a) Cost of materials and components consumed	19,133	18,911	19,965	77,411	67,384
	b) Change in inventory of finished goods and work-in-progress	140	(650)	(1, 544)	(670)	(143)
	c) Excise duty (refer note 10)					670
	d) Employee benefits expense	6,096	6,526	6,313	25,388	23,839
	e) Finance costs	2,106	2,008	1,979	7,950	7,442
	f) Depreciation and amortisation expense	1,172	1,231	1,079	4,925	4,733
	g) Other expenses	8,376	7,483	7,694	30,377	27,049
	Total expenses (a+b+c+d+e+f+g)	37,023	35,509	35,486	145,381	130,974
3	Profit from continuing operations before tax $(1 - 2)$	1,552	1,023	1,820	5,373	2,383
4	Tax expense/ (credit) a) Current tax	(694)	436	919	1,209	1,141
	b) Deferred tax	1,321	17	(343)	1,048	38
	Total tax net (a+b)	627	453	576	2,257	1,179
5	Profit for the period from continuing operations $(3 - 4)$	925	570	1,244	3,116	1,204
	Discontinued operations (refer note 7)
6	Loss from discontinued operations	(250)	(190)	(508)	(460)	(1,652)
$\overline{7}$	Tax credit of discontinued operations	(83)	(1)	(152)	(91)	(520)
8	Loss from discontinued operations after tax (6-7)	(167)	(189)	(356)	(369)	(1, 132)
9	Profit for the period $(5+8)$	758	381	888	2,747
						72
10	Other comprehensive income (OCI)
i)	"Items that will not to be reclassified subsequently to profit and loss"
	Remeasurements of defined benefit plans	(102)	40	12	24	(214)
	Income tax on (i) above	35
			(14)	(4)	(9)	75
ii)	"Items that will be reclassified subsequently to profit and loss"
	Exchange differences in translating financial statements of foreign operations	(2)	(1, 526)	1.475	(721)	2,365
11	Other comprehensive income for the period, net of tax	(69)	(1, 500)	1,483	(706)	2,226
12	Total comprehensive income for the period (9+11)	689	(1, 119)	2,371	2,041	2,298
13	Paid-up equity share capital (face value of Rs 10/- each)	634	634	634	634	634
14	Reserves (Other equity)				31,855	30,750
15	Earnings per share Earnings per share (for continuing operations)	(not annualised)	(not annualised)	(not annualised)	(annualised)	(annualised)
	Basic and diluted (Rs)	14.59	8.99	19.62	49.15	18.99
16	Earnings per share (for discontinued operations)
	Basic and diluted (Rs)	(2.63)	(2.98)	(5.62)	(5.82)	(17.85)
17	Earnings per share (for continuing and discontinued operations)
	Basic and diluted (Rs)	11.96	6.01	14.00	43.33	1.14
	(refer note 3)

DYNAMATIC TECHNOLOGIES LIMITED
CIN: L72200KA1973PLC002308
DYNAMATIC PARK, PEENYA, BENGALURU-560 058, INDIA
ated segment wise revenue, results, assets and liabilities for the qua

r and year ended 31 March 2019 $\mathbf{IV}$ .
ara

	Annexure Ly: Statement of consolidated segment wise revenue, results, assets and habilities for the quarter and year ended of that ch					(Rs in lacs)
			Quarter ended		Year ended
SI. No.	Particulars	31 March 2019	31 December 2018	31 March 2018	31 March 2019	31 March 2018
		(Audited)*	(Unaudited)	(Audited)*	(Audited)	(Audited)
$\mathbf{1}$	Segment revenue
	a) Hydraulics	9,339	8.913	8,673	36,310	31,549
	b) Aerospace and Defence	12,320	11,975	10,099	46,885	35,636
	c) Automotive and Aluminium castings	16,827	15,767	18,428	66,833	65,558
	d) Others			$\overline{\mathcal{R}}$	$\overline{2}$	36
	Revenue from operations (continuing operations)	38,486	36,656	37,203	150,030 7,853	132,779
	e) Automotive and Aluminium castings (discontinued operations) (refer note 7)	1.623	2,318	1,911		8,063
	Total revenue from operations (continuing and discontinued operations)	40,109	38,974	39,114	157,883	140,842
$\overline{2}$	Segment results [profit/ (loss) before finance costs, other income and tax from each segment)
	a) Hydraulics	929	847	957	3,278	2,732
	b) Aerospace and Defence	2.587	2,758	2,244	10,255	6,816
	c) Automotive and Aluminium castings	510	27	969	889	1,530
	d) Others	(457)	(477)	(474)	(1, 823)	(1, 831)
	Total (continuing operations)	3,569	3,155	3,696	12,599	9.247
	e) Automotive and Aluminium castings (discontinued operations) (refer note 7)	(250)	(190)	(508)	(460)	(1,652)
	Total (continuing and discontinued operations) Unallocable	3,319	2,965	3,188	12,139	7,595
	- Finance costs	2,106	2,008	1,979	7,950	7,442
	- Other income	89	(124)	103	724	578
	Profit before tax (continuing and discontinued operations)	1,302	833	1,312	4,913	731
$\overline{\mathbf{3}}$	Segment assets
	a) Hydraulics	26,064	23.597	24,269	26,064	24.269
	b) Aerospace and Defense	51,847	53.753	52,218	51,847	52,218
	c) Automotive and Aluminum castings	41,572	42,191	51,985	41,572	51,985
	d) Others	3,990	5,539	7,116	3,990	7,116
	e) Unallocated	7,437	5,964	6,306	7,437	6,306
	Segment assets from continuing operations	130,910	131,044	141,894	130,910	141,894
	f) Automotive and Aluminum castings (discontinued operations) (refer note 7)	7,574	11.619		7,574
	Segment assets (continuing and discontinued operations)	138,484	142,663	141,894	138,484	141,894
$\overline{4}$	Segment liabilities
	a) Hydraulics	10,209	8,916	8,771	10,209	8,771
	b) Aerospace and Defense	6,244	7,794	7,044	6,244	7,044
	c) Automotive and Aluminum castings	16,693	13,783	19,600	16,693	19,600
	d) Others	1,630	6,151	434	1,630	434
	e) Unallocated	71,138	73,062	74,661	71,138	74,661
	Segment liabilities from continuing operations	105,914	109,706	110,510	105,914	110,510
	f) Automotive and Aluminum castings (discontinued operations) (refer note 7)	81	761		81
	Segment liabilities (continuing and discontinued operations)	105,995	110,467	110,510	105,995	110,510

$*(refer note 3)$

DYNAMATIC TECHNOLOGIES LIMITED CIN: L72200KA1973PLC002308
DYNAMATIC PARK, PEENYA, BENGALURU-560 058, INDIA

Consolidated Balance sheet as at		(Rs in lacs)
Particulars	31 March 2019	31 March 2018
	(Audited)	(Audited)
ASSETS
Non-current assets
a) Property, plant and equipment	52,594	67,022
b) Capital work-in-progress	556	817
c) Goodwill	9,252	9,513
d) Intangible assets	2,541	2,735
e) Financial assets (i) Investments	34	60
(ii) Non-current Loans	1,154	1,291
(iii) Other non-current financial assets	18	18
	632	23
f) Income tax assets (net) g) Other non-current assets	448	476
Sub-total	67,229	81,955
Current assets
a) Inventories	28,080	28,305
b) Financial assets
(i) Trade receivables	22,938	18,610
(ii) Cash and cash equivalents	3,710	3,988
(iii) Bank balances other than cash and cash equivalents above	3,077	2,277
(iv) Current loans	413	295
c) Other current assets	5,463	6,464
d) Assets classified as held for sale (refer note 7)	7,574
Sub-total	71,255	59,939
TOTAL ASSETS	138,484	141,894
EQUITY AND LIABILITIES
Equity
a) Equity share capital	634	634
b) Other equity	31,855	30,750
Total equity	32,489	31,384
Liabilities
Non-current liabilities
a) Financial liabilities	39,580	42,867
(i) Non-current Borrowings b) Non-current provisions	2,002	2,002
c) Deferred tax liabilities (net)	3,450	2,511
	98
d) Other non- current liabilities Sub-total	45,130	101 47,481
Current liabilities
a) Financial liabilities
(i) Current borrowings	21,604	22,092
(ii) Trade payables
(a) total outstanding dues of micro enterprises and small enterprises	814	279
(b) total outstanding dues of creditors other than micro enterprises and small enterprises	26,859	26,035
(iii) Other current financial liabilities	8,251	10,618
b) Current provisions	1,156	1,076
c) Current tax liabilities (net)	423	1,125
d) Other current liabilities	1,677	1,804
e) Liabilities directly associated with assets classified as held for sale (refer note 7)	81
Sub-total	60,865	63,029
TOTAL EQUITY AND LIABILITIES	138,484	141,894

TOTAL EQUITY AND LIABILITIES
See accompanying notes to the Consolidated audited financial results

DYNAMATIC TECHNOLOGIES LIMITED CIN: L72200KA1973PLC002308 DYNAMATIC PARK, PEENYA, BENGALURU-560 058, INDIA

Audited consolidated financial results for the quarter and year ended 31 March 2019

Notes:

• The above consolidated financial results ('the Statement') of Dynamatic Technologies Limited ('the $1.$ Company') and its subsidiaries (collectively known as "the Group", are prepared in accordance with applicable accounting standards i.e. Ind AS prescribed under Section 133 of the Companies Act, 2013 read with relevant rules thereunder and in terms of Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Consolidated figures above includes figures of the subsidiaries as mentioned in Appendix 1 to this notes.
• $2.$ The Statement of the Group for the quarter and year ended 31 March 2019 have been reviewed by the Audit Committee and thereafter approved by the Board of Directors in the meeting held on 29 May 2019.
• $3.$ The above results of the Group have been audited by the Statutory Auditors and they have issued an unqualified opinion on the same. The figures for the quarter ended 31 March 2019 and 31 March 2018 are the balancing figures between the audited figures in respect of the full financial year and unaudited year to date figure up to the end of the third quarter for the respective financial years. Also, figures up to the end of the third quarter were only reviewed and not subject to audit.
• Other income for the quarter ended 31 December 2018 includes forex loss of Rs 183 lacs. $4.$
• Pursuant to the provisions of the SEBI (Listing obligations and Disclosure Requirements) Regulations, 2015, 5. the Management has decided to publish audited consolidated financial results in the newspapers. However, the audited standalone financial results of the Company will be made available on the Company's website www.dynamatics.com and also on the website of BSE (www.bseindia.com) and NSE (www.nseindia.com). The standalone audited financial results of the Company has been filed with the Bombay Stock Exchange ("BSE") and the National Stock Exchange ("NSE") and is also available on the Company's website at www.dynamatics.com.
• Based on the "Management approach" as defined in Ind AS 108 Operating Segments, the Chief Operating 6. Decision Maker evaluates the Group performance and allocates resources based on an analysis of various performance indicators by business segments. Accordingly, information has been presented along with these business segments viz. Hydraulics, Aerospace and Defence, Automotive and Aluminium Castings and Others. The accounting principles used in the preparation of these financial results are consistently applied to record revenue and expenditure in individual segments.

7. Discontinued operations and assets held for sale

During the year ended 31 March 2018, the Board of Directors of the Company vide its meeting dated 28 February 2018, had approved the divestment of "Automotive and Aluminium Castings" ('discontinued business') segment as appearing in the standalone financial results of the Company. Subsequently, the Company has obtained the Shareholders' approval (a substantive approval) vide postal ballot dated 15 May 2018 and accordingly "Automotive and Aluminium Castings" segment as appearing in the standalone financial results of the Company was classified as discontinued operation from the quarter ended 30 June 2018. "Automotive and Aluminium Castings" segment as appearing in the standalone financial results comprises Aluminium business, Iron business and Windfarm business

During the year, the Board of Directors of the Company vide its meeting dated 14 November 2018, after evaluation of various bids received from prospective buyers, approved the proposal received from M/s. Hi-Tech Arai Private Limited ('Hi-Tech') for sale of the Aluminium business

On 31 December 2018, the Company had entered into a business transfer agreement with Hi-Tech to sell certain assets of the Aluminium business. The transaction was consummated on 17 January 2019.

		The impact of the transaction on the Statement of profit and loss is as follows:
--	--	----------------------------------------------------------------------------------	--	--

I HAV IIII EXECUT US SAIW SA STARUSTWED ON USE THE UNIVERSITY OF THE PRESS	(Rs in lacs)
Particulars	31 March 2019
Gross sale consideration $(A)$	4,302
Book value of fixed assets sold (B)	3,994
Net book value of other assets (net of liabilities) sold (C)	302
Expenses pertaining to the disposal of the business $(D)^*$	194
Loss on disposal of Aluminium business (discontinued operation) $(E) = (A-B-C-D)$	(188)
Results from discontinued operations before tax (F)	(272)
Total loss from discontinued operations before tax $(G) = (E+F)$	(460)

*Expenses pertaining to disposal of the business primarily represents amount paid to SIPCOT towards dues for land differential charges.

The results of discontinued business included in the consolidated financial results are as follows:

					(Rs in lacs)
Particulars	Ouarter ended 31 March 2019	Ouarter ended 31 December 2018	Ouarter ended 31 March 2018	Year ended 31 March 2019	Year ended 31 March 2018
Revenue	.623	2.318	1.911	7.853	8.063
Expenses	1.873	2.508	2.419	8.313	9.715
Loss before tax	250	190	508	460	1,652

The Group continues to disclose the assets and liabilities of the Iron business and Windfarm (part of "Aluminium and Automotive Casting Segment") as appearing in the standalone financial results as "Asset held for sale" as on 31 March 2019 in accordance with Ind AS 105.

As per requirement of Ind AS 105, the Company has re-presented the comparative of the previous periods by segregating the results of discontinued operations and continuing operations separately.

1. Additional information on standalone financial results:

					(Rs in lacs)
		Quarter ended			Year ended
Particulars	31 March 2019	31 December 2018	31 March 2018 (Audited)	31 March 2019 (Audited)	31 March 2018 (Audited)
a. Revenue from continuing operations	(Audited) 15,360	(Unaudited) 15,210	14.194	59,215	48,832
b. Profit from continuing operations before tax	1,405	1,249	1.381	5.536	2,205
c. Profit from continuing operations after tax	873	827	967	3.599	1,511
d. Loss from discontinued operations before tax	(250)	(190)	(508)	(460)	(1,652)
e. Loss from discontinued operations after tax	(167)	(189)	(356)	(369)	(1.132)

Notes (continued)

• 1. Effective 1 April 2018, the Group has adopted Ind AS 115 "Revenue from Contracts with Customers" using the cumulative effect method (without practical expedients). The adoption of the standard did not have any material impact on retained earnings as on 1 April 2018 and the consolidated audited financial results for the quarter and year ended 31 March 2019.
• 1. Consequent to the introduction of Goods and Service Tax ("GST") with effect from 1 July 2017, Central Excise, Value Added Tax ("VAT"), etc have been subsumed into GST. In accordance with Indian Accounting Standard -18 on Revenue and Schedule III of the Companies Act, 2013 unlike Excise duties, levies like GST, VAT, etc are not part of revenue. Accordingly, the figures for the year ended 31 March 2018 are not strictly relatable to those thereafter. The following additional information is being provided to facilitate such an understanding:

					(Rs in lacs)
		Ouarter ended	Year ended
Particulars	31 March 2019	31 December 2018	31 March 2018	31 March 2019	31 March 2018
Revenue from continuing operations (A)	38,486	36.656	37.203	150,030	132,779
Excise duty $(B)$	$\overline{\phantom{a}}$	×.	$\overline{\phantom{a}}$	ä,	(670)
Revenue from continuing operations (net of excise duty) $(A-B)$	38.486	36.656	37.203	150,030	132,109

for and on behalf of Board of Directors of Dynamatic Technologies Limited

مىم $\sim 0$ Udayant Malhoutra

CEO and Managing Director

Place: Bengaluru Date: 29 May 2019

Notes (continued)

Appendix- I

N at e ur	S . N o.	E itv nt N am e	C f ln tio nt n ou rv o co ro o ra
S ub si di ie ar s	I	JK M L im ite d Fa R h rm es ea rc	In di a
(in cl ud in g	2	JK M G lo ba l P L im ite d te	Si ng ap or e
st ep	3	U K Li ite d, Dy at ic m na m	m U ni d Ki do te ng
bs id ia rie s) su	4	Li ite d, U K Y T In st t m ew re e ve m en	m U ni d Ki do te ng
	5	LL C S Dy ic U at na m	f A U ni d ic te St at o m er a es
	6	JK M A iv Li ite d ut ot E rla om e m	ln di a
	7	JK M A iv Li ite d ut ot m om e	In di a
	I	JK M E rla H ol di G bH , G ng s m er m an y	G er m an y
	9	Ei k Er la G bH G se nw er m er m an y ,	G er m an y
	l0	JK M Li ite d F ot h m en ec	In di a