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GMM Pfaudler Ltd. — Board/Management Information 2021
Oct 28, 2021
61612_rns_2021-10-28_03951f89-e7bf-439b-9930-a35d64e3e88a.pdf
Board/Management Information
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GMM/SEC/2021-22/41 October 28, 2021
Mumbai— 400 001 Mumbai— 400 051 Scrip Code: 505255 Symbol: GMMPFAUDLR
BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, C-1, Block G, 1st Floor, Dalal Street, Bandra Kurla Complex, Bandra (E) Sub.:
Outcome of the Board Meeting held on October 28, 2021
Dear Sir/ Madam,
Pursuant to Regulations 30 and 33 of the SEBI (Listing Obligations and Disclosure Reguirements) Regulations, 2015 ("SEBI Listing Regulations"), this is to inform you that the Board of Directors of GMM Pfaudler Limited ("the Company") at their meeting held on October 28, 2021, commenced at 4:45 p.m. and concluded at 6.40p.m. have inter alia:
-
- Financial Results: Approved the Unaudited Standalone and Consolidated Financial Results along with the Limited Review Report issued by the Statutory Auditors of the Company, for the 2n guarter and half year ended September 30, 2021 (copies of which are enclosed for your records)
-
- Interim Dividend: Approved payment of 2"d interim dividend at * 1/- per share of 14,617,500 Eauity Shares of face value of X 2 each (Eguity Share), aggregating to * 14,617,500 for the year 2021-22.
-
- Record Date: Fixed November 11, 2021 as the record date for the payment of 2n! interim dividend of * 1/- per Eduity Share, on or before November 25, 2021.
-
- Appointment of Chief Executive Officer ("CEO"): Approved appointment of Mr. Aseem Joshi as the CEO and Key Managerial Personnel of the Company as per Regulation 2(1)(e) and 2(1)(o) of SEBI Listing Regulations with effect from November 8, 2021. Details related to his appointment are provided in Annexure l.
-
- ESOP Scheme: Approved "GMM Pfaudler Employee Stock Option Plan 2021/ ("ESOP 2021"), subject to the approval of the members of the Company as reguired under Regulation 6 of the SEBI (Share Based Employee Benefits) Regulations, 2021 and Section 62(1)(b) of the Companies Act, 2013. Details related to the ESOP 2021 are provided in Annexure II.
-
- Articles of Association ("AOA") & Shareholders' Agreement ("SHA"): Approved amendment to Article 155.1.(e) of AOA, subject to approval of the members of the Company thereby enabling the Company to appoint additional Independent Directors, as may be reguired from time to time. Extract of the said Article along with the highlighted change is as follows:

GMM Pfaudler Limited
Corporate Office : 902, Lodha Excelus, Commercial Tower 1, New Cuffe Parade, Sewri - Chembur Road, Mumbai-#00022. * 0: 91 22 6650 3900 | Registered Office : Vithal Udyognagar, Anand - Sojitra Road, Karamsad - 388 325 es O: 91 2692 661700 es F: £91 2692 661888 e CIN': L291996J1962PLCOO1171

"In addition to the abovementioned Directors appointed or nominated by the Promoters, the Company will have at least 4 (four) other Directors, who shall be independent directors elected and appointed at a general meeting of the shareholders and not liable to retire by rotation, as may be reguired to comply with any Applicable Law."
Conseguent amendments to the SHA dated October 28, 2020, executed between the Company and the Promoters (Pfaudler Inc. and Patel Group), have also been approved by the Board at this meeting.
- Notice of Postal Ballot: Approved notice of the Postal Ballot for obtaining approval of the Shareholders for the ESOP 2021 and Amendment in the Articles of Association of the Company. Notice and other information/ document(s) with respect to Postal Ballot will be submitted in due course.
Kindly take the same on record and disseminate the information.
Thanking you.
Yours faithfully,
For GMM Pfaudler Limited
Tarak Patel Managing Director DIN : 00166183
Encl.: As above


ANNEXURE I
Details of appointment of Mr. Aseem Joshi as the Chief Executive Officer ("CEO") & Key Managerial Personnel of the Company:
| GMMPTfaudler Defining the standard |
@ | |
|---|---|---|
| ANNEXURE I | ||
| Details of appointment of Mr. Personnel of the Company: |
Aseem Joshi & Key Managerial Chief Executive Officer ("CEO") as the |
|
| Sr. No. | Particulars | Information |
| di | Reasons for appointment |
With significant changes in the size, scale and complexity of the Company's business over the last year and in line with its succession planning, Mr. Aseem Joshi has been appointed as CEO of the India business. Mr. Joshi, a proven leader, will be a welcome addition to the senior management team and will report to the Managing Director of the Company. |
| Terms Date & of |
Mr. Joshi has been appointed as CEO with effect from November 8, 2021. His | |
| appointment | Remuneration remuneration governed Nomination and be the shall by Committee and the Board of Directors of the Company, from time to time in Remuneration Nomination, Evaluation with and the Policy the line of Company and the applicable provisions of the Companies Act, 2013 and the SEBI Listing Regulations. |
|
| Brief Profile | experience in technology, has over 20 years of rich consulting, Mr. Joshi strategy, sales and manufacturing. He started his career with IBM in the US, setting up a cutting-edge semiconductor fabrication plant and working on bringing innovative new chips to the market. As a consultant with McKinsey he worked across industries driving M&A, sales strategies and in the US, operation improvements. In 2010, he moved to India with Eaton Fluid Power, working on their growth strategy and then operationalized it as the Sales and Marketing Leader. At Honeywell, Aseem led various businesses in India, across automation Most scanning sensing, and building industries. recently, he successfully setup a new smart city focused global business, with teams in India, Middle East and the US. |
|
| Mr. Joshi has an MBA from INSEAD, France, MS in Industrial and Systems Engineering from the Virginia Tech University, USA, and a BE in Mechanical Engineering from University of Pune. |
||
| Disclosure of relationships between directors/KMP |
Mr. Joshi is not related to any of the Directors or Key Managerial Personnel of the Company. |
For GMM Pfaudler Limited
CEA E
Tarak Patel Managing Director DIN : 00166183


ANNEXURE II
Details of ESOP 2021:
| GMMPTaudler @ Defining the standard |
ANNEXURE II |
|
|---|---|---|
| Details of ESOP 2021: | ||
| 'E | Sr. No. Particulars Type of securities proposed to Eduity shares issued eduity shares, be (viz. convertibles etc.) |
Information |
| 2. | Type of issuance (further public Employee Stock Options offering, rights issue, depository receipts (ADR/GDR), gualified placement, Institutions preferential allotment etc.) |
|
| 3. | number Total of proposed issued be to amount which the the total for securities be will (approximately) |
securities 51,161 Stock Options with a right to subscribe to 51,161 Eguity or the Shares having face value of * 2/- each representing "0.35 % of Company, share subject paid capital of the total up to issued approval of the shareholders of the Company through postal balls. |
| 4. | Total amount for which the securities will be issued |
Total amount to be raised by the issue of the Eguity Shares under ESOP 2021, will product of *exercise price of the the be the vested options in line with the provisions of the SEBI (Share Based Employee Benefits and Sweat Eguity) Regulations, 2021 and the number of Options to be exercised under the ESOP 2021. |
| Nomination decided *Exercise price the shall be by & Remuneration Committee, which shall in no case be lesser than the 90% of the average of the last 6 months of the closing share |
For GMM Pfaudler Limited
as
Tarak Patel Managing Director DIN : 00166183
D I itt Chartered Accountants @ OIl @ 19th floor, Shapath-V Haskins 8 Sells Ahmedabad-380 015
S.G. Highway Gujarat, India
Tel: 491 79 6682 7309 Fax: 491 79 6682 7A00
INDEPENDENT AUDITOR'S REVIEW REPORT ON REVIEW OF INTERIM STANDALONE FINANCIAL RESULTS
TO THE BOARD OF DIRECTORS OF GMM Pfaudler Limited
- 1, We have reviewed the accompanying Statement of Standalone Unaudited Financial Results of GMM Pfaudler Limited ("the Company"), for the guarter and half year ended September 30, 2021 ("the Statement"), being submitted by the Company pursuant to the reguirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Reguirements) Regulations, 2015, as amended.
-
- 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 the Indian Accounting Standard 34 "Interim Financial Reporting" ("Ind AS 34"), prescribed under Section 133 of the Companies Act, 2013 read with relevant rules issued thereunder and other accounting principles generally accepted in India. Our responsibility is to express a conclusion on the Statement based on our review.
- 3, We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410 `Review of Interim Financial Information Performed by the Independent Auditor of the Entity", issued by the Institute of Chartered Accountants of India (ICAD). A review of interim financial information consists of making inauiries, primarily of the Company's personnel responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing specified under section 143(10) of the Companies Act, 2013 and conseguently 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.
-
- Based on our review conducted as stated in paragraph 3 above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standard and other accounting principles generally accepted in India, has not disclosed the information reguired to be disclosed in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Reguirements) Regulations, 2015, as amended, including the manner in which it is to be disclosed, or that it contains any material misstatement.

For DELOITTE HASKINS & SELLS Chartered Accountants (Firm's Registration No. 117365W)
KonRaye. Roma
Kartikeya Raval Partner (Membership No. 106189) UDIN: 21106189AAAANI9226
Place: Mumbai Date: October 1\$,2021
| GMM PFAUDLER LIMITED | ||
|---|---|---|
Registered Office & Works: Vithal Udyognagar, Karamsad 388 325, Gujarat, India CIN : L29199G6J1962PLCO0001171, Email ID : [email protected], Web Site : www.gmmpfaudler.com
| GMM PFAUDLER LIMITED | |||||||
|---|---|---|---|---|---|---|---|
| Registered Office & Works: Vithal Udyognagar, Karamsad 388 325, Gujarat, India CIN : L29199G6J1962PLCO0001171, Email ID : [email protected], Web Site : www.gmmpfaudler.com |
|||||||
| STATEMENT OF STANDALONE UNAUDITED FINANCIAL RESULTS FOR THE GUARTER AND HALF YEAR ENDED SEPTEMBER 30,2021 | Standalone | \$ In million (except per share data) | |||||
| Particulars |
30.09.2021 Unaudited |
@uarter ended 30.06.2021 Unaudlted |
30.09.2020 Unaudlted |
Half Year ended 30.09.2021 Unaudlted |
30.09.2020 Unaudited |
Year ended 31.03.2021 Audilted |
|
| 1 | Income: Revenue from operations |
2,059.54 | 1,713.54 | 1,541.44 | 3,773.08 | 2,850.41 | 6,408.09 |
| 2 | Other income Total Income Expenses: |
12.02 2,071.56 |
8.39 1,721.93 |
22.34 1,563.78 |
20.41 3,793 .49 |
44.92 2,894.63 |
78.89 6,486.98 |
| a) Cost of materials consumed b) Changes in inventories of finished goods and work-in-progress c) Employee benefits expense |
895.71 (25.03) 208.26 |
694.31 (18.91) 199.06 |
619.80 1795 191.93 |
1,590.02 (43.94) 407.32 |
1,009.54 279.86 343.36 |
2,637.06 103.21 699.04 |
|
| d) Depreciation & amortization expense e) Labour charges |
85.39 187.32 |
78.44 107.05 |
67.27 92.32 |
163.83 244.37 |
112.41 167.06 |
289.50 418.80 |
|
| f) Finance cost g) Other expenses Total Expenses |
46.62 332.81 1,681.08 |
32.34 294.65 1,386.94 |
177 252.10 1,249.08 |
78.96 627.46 3,068.02 |
29.39 440.36 2,381.98 |
66.58 1,013.76 5,227.95 |
|
| 3 4 |
Profit before exceptional items and tax (1-2) Exceptional items |
390.48 - |
334.99 - |
314.70 - |
725.47 - |
512.65 - |
1,259.03 - |
| 5 6 |
Profit Before Tax (3 # 4) Tax Expense: Current Tax |
390.48 99.32 |
334.99 83.44 |
314.70 79.23 |
725.47 182.76 |
512.65 181.82 |
1,259.03 326.49 |
| 7 | Excess Provision for Tax relating to Prior Years Deferred Tax Profit for the period from continuing operations (5-6) |
- (1.18) 292.34 |
(5.78) (1.17) 258.50 |
(13.87) (1.30) 250.64 |
(5.78) (2.35) 550.84 |
(13.87) (19.44) 414.14 |
(13.87) (4.61) 951.02 |
| 8 9 |
Profit from discontinued operations Tax Expenses of discontinued operations 10 Profit from discontinued operations (after tax) (8-9) |
- - |
- - |
- - |
- - |
- - |
- - |
| 11 | Profit for the period (7410) 12 Other Comprehensive Income |
- 292.34 |
- 258.50 |
- 250.64 |
- 550.84 |
- 414.14 |
- 951.02 |
| A) Items that will not be reclassified to profit or loss j) Actuarial Gain / (Loss) on Gratuity and Pension obligations i) Income tax relating to items that will not be reclassified to profit or |
(5.34) | (5.35) | (1.72) | (10.69) | (3.45) | (15.22) | |
| loss B) Items that will be reclassified to profit or loss i) Exchange difference in translating the financial statements of |
- | - | - | - | - | - | |
| foreign components i) Income tax relating to items that will be reclassified to Profit & loss account |
- | - | - | - | - | - | |
| 13 Total Comprehensive Income for the period (11112) (Comprising Profit and Other Comprehensive Income for the period) |
- 287.00 |
- 253.15 |
- 248.92 |
Ë 540.15 |
s 410.69 |
s 935.80 |
|
| 14 Eamings per eguity share (For continuing operations) (Face Value of share # 2/- each) (not annualised): a) Basic & Diluted |
20.00 | 17.68 | 17:15 | 37.68 | 28.33 | 65.06 | |
| 15 Earnings per eguity share (For discontinued operations) (Face Value of share # 2/-) (not annualised): a) Basic & Diluted |
- | - | - | - | - | - | |
| 16 Earnings per eguity share (For discontinued operations & continuing operations) (Face Value of share # 2/-) (not annualised): |
|||||||
| a) Basic & Diluted 17 Paid-up Eauity Share Capital (Face Value of * 2 each) 18 Other Eauity |
20.00 29.23 |
17.68 29.23 |
17.16 29.23 |
37.68 29.23 |
28.33 29.23 |
65.06 29.23 3,544.28 |
|
| Notes: | |||||||
| 1) | The above unaudited results have been reviewed by the Audit Committee and approved by Board of Directors in their respective meeting held on October 28, 2021. The Board of Directors have announced a second interim dividend of # 1 /- per share for the current financial year 2021-22. The record date for the payment of the said dividend has been |
||||||
| 3) | 2) fixed on November 11, 2021 Number of Investors complaints (i) opening at the guarter : 0 (i) received during the guarter : 0 (ii) disposed off : 0 and (iv) pending at the guarter end: 0 |
||||||
| 4) | As per Ind AS-108 "Operating Segments" issued by the Institute of Chartered Accountants of India, if financial results contains standalone financial results and consolidated financial results, no separate disclosure on segment information is reguired to be given in the standalone financial results. Accordingly, segment information has been given in the Consolidated |
||||||
| 5) | Financial Results of the Company. The company had successfully bid in E-auction sale of asset under IBC, 2016 of HDO Technologies Limited on March 16, 2021 with bid value of # 584.57 million. The company has |
||||||
| concluded the acauisition on April 23, 2021. | ea | ||||||
| For and on behalf of Board of Directors | |||||||
| For GMM Pfaudler Limited | |||||||
| Place : Mumbai Date : October 28, 2021 |
arak Patel Managing Director |

arak Patel Managing Director
| GMM PFAUDLER LIMITED | ||
|---|---|---|
| STANDALONE UNAUDITED BALANCE SHEET AS AT SEPTEMBER 30, 2021 | £ in Million | |
| Particulars | As at 80.09.2021 |
As at 31.08.2021 |
| ASSETS | Unaudited | Audited |
| (DINon-current assets | ||
| (a) Property, Plant & Eduipment (b) Right of Use Assets |
1,854 47 126.99 |
1,294.64 152.82 |
| (c) Capital work-in-progress (d) Goodwill |
88.30 59.32 |
26.10 59.32 |
| (e) Other Intangible Assets (f) Intangible assets under development |
224.53 | 260.62 |
| (g) Financial Assets | - | 0.28 |
| (j) Investments (i) Others |
1.712 36 33.18 |
1,712.36 29.61 |
| (h) Other non-current assets Total Non-current assets |
13.95 4,113.10 |
TdlE22 3,606.97 |
| (2) Current Assets | ||
| (a) Inventories | 1,554.12 | 1,126.52 |
| (b) Financial Assets (j) Investments |
6.62 | 6.68 |
| (ii) Trade Receivables (ii) Cash & Cash Eguivalents |
945.77 341.22 |
1,129.97 286.77 |
| (iv) Bank balances other than (ii) above (v) Loans |
12:55 de |
31.41 0.78 |
| (vi) Others | 562.83 | 352.39 |
| (c) Other current assets Current assets Total |
311.16 3,735.44 |
135.23 3,069.75 |
| Total Assets | 7,848.54 | 6,676.72 |
| EOUITY & LIABILITIES Eguity |
||
| (a) Eduity Share Capital | 29.23 | 29.23 |
| (b) Other Eguity Total Eguity |
4,040.57 4,069.80 |
3,544 28 3,573.51 |
| LIABILITIES (1) Non-current liabilities |
||
| (a) Financial Liabilities Borrowings (i) |
1,162.58 | 752.02 |
| (i) Lease Liabilities (b) Provisions |
86.45 | 117:66 3.49 |
| (c) Deferred tax liabilities (Net) | - 42.86 |
45.21 |
| Total Non-current liabilities (2) Current liabilities |
1,291.89 | 918.25 |
| (a) Financial Liabilities (j) Borrowings |
284.81 | 301.66 |
| (i) Lease Liabilities (iii) Trade payables due to |
61.88 | 54.67 |
| - Micro & Small Enterprise - Other than Micro & Small Enterprise |
37.79 913.90 |
44.08 886.70 |
| (iv) Others | 95.65 | 186.73 |
| (b) Provisions (c) Current Tax Liabilities (Net) |
65.50 55.49 |
71.14 50.25 |
| (d) Other current liabilities Total Current Liabilities |
971.83 2,486.85 |
589.73 2,184.96 |
| Total Eduity & Liabilities | 7,848.54 | 6,676.72 |


| GMM PFAUDLER LIMITED STATEMENT OF STANDALONE UNAUDITED CASH FLOWS FOR THE HALF YEAR ENDED SEPTEMBER 30, 2021 # In Million Berdadlts Half Year Ended 30.09.2020 30.09.2021 Unaudited Unaudited CASH FLOW FROM OPERATING ACTIVITIES Profit before taxation 512.65 725.47 Adjustments for: Depreciation and amortisation expenses 163.83 112.41 Net (gain) / loss on disposal of property, plant & eguipment (0.91) - Net (gain) / loss on non-current investments designated as fair value through profit or loss 0.10 - Net (gain) / loss on current investments designated as fair value through profit or loss 0.06 1.04 Interest Income (25.58) (1.95) Interest and financial charges 29.39 78.96 Provision for doubtful debts, liduidated damages and advances 35.69 8.36 Provision for warranty 4.69 1:85 Unrealised foreign exchange fluctuation loss/(gain) (4.88) (2.93) Actuarial gain / (loss) on gratuity reclassified in OCI (10.69) (3.45) Operating profit before working capital changes 660.87 962.94 Adjustments for: (Increase) / Decrease in inventories 302.68 (427.60) (Increase) / Decrease in trade receivable, loans and other financial & non financial assets (215.32) (380.69) Increase / (Decrease) in trade payables, provisions and other financial & non financial liabilities 299.04 112.83 Cash generated from operations 619.06 695.69 Direct taxes paid (171.74) (61.62) Net cash from operating activities 447.32 634.07 A CASH FLOW FROM INVESTING ACTIVITIES Purchase of property, plant and eaguipment, including intangible assets (666.76) (218.93) Proceeds from sale of property, plant and eguipment 4.44 - Proceeds from sale of current investments 353.85 - Fixed deposit placed with bank (215.00) - Proceeds from fixed deposits 19.94 - Interest received 25.58 1.95 Payment towards acauisition of business (545.37) - Net cash used in investing activities (640.43) (600.37) B CASH FLOW FROM FINANCING ACTIVITIES Repayment of short term borrowings (218.97) (212.25) Proceeds from short term borrowings 100.00 74.19 Proceeds from long term borrowings 614.00 460.00 Repayment of long term borrowings (76.02) - (66.62) (15.98) Interest paid Dividend paid (44.10) (43.62) Payment of lease liability (34.92) (38.07) Net cash from financing activities 247.56 250.08 C NET INCREASE IN CASH & CASH EOGUIVALENTS ATBYC 283.78 54.45 |
||
|---|---|---|
| Cash and cash eguivalents at the beginning of the period 286.77 286.77 Cash and cash edguivalents at the end of the period 341.22 570.55 |


- Chartered Accountants s @ oitte 18tn floor, Shapath-V Haskins 8 Sells Ahmedabad-389 015
S.G. Highway Gujarat, India
Te; 91 79 6682 7300 Fax: 491 79 6682 7400
INDEPENDENT AUDITOR'S REVIEW REPORT ON REVIEW OF INTERIM CONSOLIDATED FINANCIAL RESULTS
TO THE BOARD OF DIRECTORS OF GMM Pfaudler Limited
-
- We have reviewed the accompanying Statement of Consolidated Unaudited Financial Results of GMM Pfaudler Limited ("the Parent") and its Subsidiaries (the Parent and its subsidiaries together referred to as "the Group") for the adguarter and half year ended September 30, 2021 ("the Statement") being submitted by the Parent pursuant to the reguirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Reauirements) Regulations, 2015, as amended.
-
- This Statement, which is the responsibility of the Parent's Management and approved by the Parent's Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in the Indian Accounting Standard 34 "Interim Financial Reporting" ("Ind AS 34"), prescribed under Section 133 of the Companies Act, 2013 read with relevant rules issued thereunder and other accounting principles generally accepted in India. Our responsibility is to express a conclusion on the Statement based on our review,
-
- We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity", issued by the Institute of Chartered Accountants of India (ICAT). A review of interim financial information consists of making induiries, primarily of Parent's personnel responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing specified under Section 143(10) of the Companies Act, 2013 and conseaguently 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.
-
- The Statement includes the results of entities as given in Annexure to this report.
-
- Based on our review conducted as stated in paragraph 3 above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standard and other accounting principles generally accepted in India, has not disciosed the information reguired to be disclosed in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Reaguirements) Regulations, 2015, as amended, including the manner in which it is to be disclosed, or that it contains any material misstatement.

Deloitte Haskins & Sells
- We did not review the financial information of 15 subsidiaries included in the consolidated unaudited financial results, whose interim financial information reflect total assets of Rs. 19,085.26 million as at September 30, 2021, total revenues of Rs. 4,363.26 million and Rs. 8,132.81 million for the guarter and half year ended September 30, 2021 respectively, total net profit after tax of Rs. 91.59 million and total net loss after tax of Rs. 363.64 million for the guarter and half year ended September 30, 2021 respectively and total comprehensive income of Rs. 34.61 million and total comprehensive loss Rs. 247.37 million for the guarter and half year ended September 30, 2021 respectively and net cash outflows of Rs. 87.04 million for the half year ended September 30, 2021, as considered in the Statement, whose interim financial information have not been reviewed by us. These interim financial information have been reviewed by other auditors whose reports have been furnished to us by the Management and our conclusion on the statement, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries, is based solely on the reports of the other auditors and the procedures performed by us as stated in paragraph 3 above.
All of these subsidiaries are located outside India whose financial information have been prepared in accordance with accounting principles generally accepted in their respective countries and which have been reviewed by other auditors under generally accepted auditing standards applicable in their respective countries. The Parent's management has converted the financial information of such subsidiaries located outside India from accounting principles generally accepted in their respective countries to accounting principles generally accepted in India. We have reviewed these conversion adjustments made by the Parent's management. Our report on the statement, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries located outside India is based on the report of other auditors and the conversion adjustments prepared by the management of the Parent and reviewed by us.
Our Conclusion on the Statement is not modified in respect of these matters.
For DELOITTE HASKINS & SELLS Chartered Accountants (Firm's Registration No. 117365W)
ETE
Kartikeya Raval (Partner) (Membership No.106189) UDIN: 21106189AAAANJ7Z4AO01
Place: Mumbai Date: Octoberad\$9, 2021
Deloitte Haskins & Sells
Annexure to Independent Auditor's Limited Review Report:
The Parent
- GMM Pfaudler Limited
List of Subsidiaries
- Mavag AG
- DoNOunPWME GMM International S.a.r.l.
- Pfaudler GmDAH
- Pfaudler Normag Systems GmbH
- Pfaudler interseal GmMDH
- Pfaudler France S.a.r.l.
- Pfaudler Service BeNelux B.V,
- Pfaudler S.r.t.
- Pfaudler Limited
- Pfaudler (Chang Zhou) Process Eguipment Company Limited
- Pfaudler S.A. de C.V.
- Edlon Inc
- GMM Pfaudler US Inc.
- Glasteel Parts and services Inc.
- Pfaudler Ltda.
- Pfaudler Private Limited

GMM PFAUDLER LIMITED
| GMM PFAUDLER LIMITED | |||||||
|---|---|---|---|---|---|---|---|
| Registered Office & Works: Vithal Udyognagar, Karamsad 388 325, Gujarat, India CIN : L29199G6J1962PLCO001171, Email ID : [email protected], Web Site : www.gmmpfaudler.com STATEMENT OF CONSOLIDATED UNAUDITED FINANCIAL RESULTS FOR THE GUARTER AND HALF YEAR ENDED SEPTEMBER 30, 2021 |
|||||||
| @uarter ended | Consolidated | Half Year ended | \$ In million (except per share data) | Year ended | |||
| 1 | Particulars Income: |
30.09.2021 Unaudited (Refer Note 7) |
30.06.2021 Unaudited |
30.09.2020 Unaudited |
30.09.2021 Unaudited (Refer Note 7) |
30.09.2020 Unaudited |
31.03.2021 Audited |
| Revenue from operations Other income Total Income Expenses: |
6,472.37 29.49 6,501.86 ' |
5,516.79 dor 5,528.76 EF |
1,862.53 20.09 1,882.62 |
11,989.16 41.46 12,030.62T. |
3 406.87 47.29 3,454.16. |
10,011.19 234.79 10,245.98 If |
|
| 2 | a) Cost of materials consumed b) Changes in inventories of finished goods and work-in-progress c) Employee benefits expense |
2,362.13 185.47 1,732.97 |
' 2,161.25 8.21 1,745 .54 |
806.05 3.08 287.45 |
4,523.38 193.68 3,478.51 |
1,298.60 251.85 530.28 |
3,862.23 614.76 2,074.72 |
| d) Depreciation & amortization expense e) Labour charges f) Finance cost g) Other expenses |
392.03 172.58 18.64 1,081.69 |
386.57 138.80 141.27 1,103.59 |
61.32 105.22 17.71 266.39 |
778.60 311.38 159.91 2,185.28 |
121.07 186.08 29.39 470.78 |
505.52 469.79 101.81 1,603.35 |
|
| 3 4 |
Total Expenses Profit/ (Loss) before exceptional items and tax (1-2) Exceptional items Profit / (Loss) Before Tax (3 4 4) |
5,945.51 556.35 - 556.35 |
5,685.23 (156.47) - (156.47) |
1,547.22 335.40 - 335.40 |
11,630.74 399.88 - 399.88 |
2,888.05 566.11 - 566.11 |
9,232.18 1,013.80 335.17 678.63 |
| 5 6 |
Tax Expense: Current Tax Excess Provision for Tax relating to Prior Years |
233.29 - |
191.23 (5.78) |
85.96 (13.87) |
424.52 (5.78) |
136.70 (13.87) |
305.96 (39.50) |
| 7 8 9 |
Deferred Tax Profit/ (Loss) for the period from continuing operations (5-6) Profitfrom discontinued operations Tax Expenses of discontinued operations |
(64.96) 388.02 - - |
(157.91) (184.01) - - |
(5.22) 268.53 - - |
(222.87) 204.01 - - |
(17.18) 460.46 - - |
(221.88) 634.05 s - |
| 11 | 10 Profit/ (Loss) from discontinued operations (after tax) (8-9) Profit / (Loss) for the period (710) Attributable To: |
- 388.02 |
- (184.01) |
- 268.53 |
- 204.01 |
- 460.46 |
- 634.05 |
| Eauity Holders of the Parent Non Controlling Interest 12 [Other Comprehensive Income A) Items that will not be reclassified to profit or loss |
346.02 42.00 |
25.90 (209.91) |
268.55 (0.02) |
371.92 (167.91) |
460.48 (0.02) |
733.64 (99.59) |
|
| i) Actuarial Gain / (Loss) on Gratuity and Pension obligations i) Income tax relating to items that will not be reclassified to profit or loss B) Items that will be reclassified to profit or loss i) Exchange difference in translating the financial statements of |
143.96 (36.92) |
(3.20) (0.30) |
(65.34) 8.90 |
140.76 (37.22) |
(54.55) 7.15 |
471.04 (121.23) |
|
| foreign components ii) Income tax relating to items that will be reclassified to profit or loss Total Other Comprehensive Income / (Loss) |
(172.64) - (65.60) |
226.15 - 221.65 |
12.28 - (44.16) |
52.51 - 156.05 |
22.38 - (25.02) |
(112.79) - 237.02 |
|
| Attributable To: Eduity Holders of the Parent Non Controlling Interest |
(39.38) (26.22) |
141.95 79.70 |
(44.16) - |
102.57 53.48 |
(25.02) - |
121.83 115.19 |
|
| 13 Total Comprehensive Income for the period (11412) (Comprising Profit and Other Comprehensive Income for the period) Attributable To: Eauity Holders of the Parent |
322.42 306.64 |
37.64. 167.85 |
224.37 224.39 |
360.06 474.49 |
435.44 435.46 |
871.07 855.47 |
|
| 14 | Non Controlling Interest Earnings per eguity share (For continuing operations) (Face Value of share * 2/- each) (not annualised): a) Basic & Diluted |
15.78 23.67 |
(130.21) 1.77 |
(0.02) 18.37 |
(114.43) 25.44 |
(0.02) 31.50 |
15.60 50.19 |
| 15 | Earnings per eguity share (For discontinued operations) (Face Value of share £ 2/-) (not annualised): a) Basic & Diluted |
- | - | - | - | - | - |
| Earnings per eguity share (For discontinued operations & continuing operations) (Face 16 Value of share # 2/-) (not annualised): a) Basic & Diluted 17 Paid-up Eguity Share Capital (Face Value of * 2 each) |
23.67 29.23 |
1.77 29.23 |
18.37 29.23 |
25.44 29.23 |
31.50 29.23 |
50.19 29.23 |
|
| Notes: | 18 Other Eguity The above unaudited results have been reviewed by the Audit Committee and approved by the Board of Directors in their respective meeting held on October 28, 2021. |
4,042.18 | |||||
| 1) 2) |
The Board of Directors have announced a second interim dividend of # 1/- per share for the current financial year 2021-22. The record date for the payment of the said dividend has been fixed on November 11, 2021. |
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| 3) | Number of Investors complaints (i) opening at the guarter : 0 (i) received during the guarter : 0 (ii) disposed off : 0 and (iv) pending at the guarter end: 0 The company had successfully bid in E-auction sale of asset under IBC, 2016 of HDO Technologies Limited on March 16, 2021 with bid value of # 584.57 million. The company has concluded the |
||||||
| 4) 5) |
acauisition on April 23, 2021. The above results for auarter and half year ended September 30, 2021 includes amortisation of intangibles acauired as part of Pfaudler business acauisition amounting to # 188.42 million and Z |
||||||
| 6) | 377.05 million respectively. An inventory step-up of # 921.55 million was recorded on February 1, 2021 and out of which £ 456.58 million was charged to cost of material consumed during the year ended March 31, 2021 and remaining * 464.97 (excluding forex impact) million was charged to cost of material consumed during the guarter ended June 30, 2021 and half year ended September 30, 2021 which is based on sales of such stepped-up inventory. Estimated period for sale of such stepped-up inventory was estimated to be approximately 4 months. |
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| 7) | Results and Segment disclosures for the period relating to guarter and half year ended September 30, 2021, guarter ended June 30, 2021 and year ended March 31, 2021 include Pfaudler Intemational business from February 1, 2021, hence figures for the guarter and half year ended September 30, 2021 are not comparable with the figures for the guarter and half year ended September 30, 2020. Accordingly, Cash Flow figures for the half year ended September 30, 2021 are not comparable with the figures for the comparative half year ended September 30, 2020. |
EA | |||||
| For and on behalf of Board of Directors | For GMM Pfaudler Limited | ||||||
| Place : Mumbai Date : October 28, 2021 |
Tarak Patel Managing Director] . |

Place : Mumbai Date : October 28, 2021
| CONSOLIDATED SEGMENT WISE REVENUE, RESULTS, SEGMENT ASSETS | GMM PFAUDLER LIMITED | AND LIABILITIES FOR THE GUARTER AND HALF YEAR ENDED SEPTEMBER 30, 2021 | ||||
|---|---|---|---|---|---|---|
| Consolidated | \$ In Million | |||||
| bartioulkee | 30.09.2021 | @uarter ended 30.06.2021 |
30.09.2020 | Half Year ended 30.09.2021 |
30.09.2020 | Year ended 31.03.2021 |
| 1) Segment Revenue: | Unaudited (Refer Note 7) |
Unaudited | Unaudited | Unaudited (Refer Note 7) |
Unaudited | Audited |
| a) India b) Overseas |
1,802.63 4,669.74 |
1,542.41 3,974.38 |
1,515.28 347.25 |
3 345.04. 8,644 12 |
2,780.75 626.12 |
6,165.50 3,845,69 |
| Net sales / Income from Operations | 6,472.37 | 5,516.79 | 1,862.53 | 11,989.16 | 3,406.87 | 10,011.19 |
| 2) Segment Result: Profit / (Loss) before Tax and Interest |
||||||
| a) India b) Overseas Total |
360.63 214.36 574.99 |
350.33 (365.53) (15.20) |
332.41 20.70 353.11 |
710.96 (151.17) 559.79 |
542.04 53.46 595.50 |
1,123.79 (343.35) 780.44 |
| Less : Finance Costs | 18.64 | 141.27 | 17.71 | 159.91 | 29.39 | 101.81 |
| Total Profit / (Loss) before Tax | 556.35 | (156.47) | 335.40 | 399.88 | 566.11 | 678.63 |
| 3) Segment Assets: a) India |
5,953.83 | 5,611.36 | 4,922.21 | 5 953.83 | 4,922.21 | 4,881.60 |
| b) Overseas | 19,371.73 | 19 287.47 | 1,553.69 | 19,371.73 | 1,553.69 | 19 293.33 |
| Total 4) Segment Liabilities: |
25,325.56 | 24 898.83 | 6,475.90 | 25,325.56 | 6,475.90 | 24,174.93 |
| a) India b) Overseas |
3 405.04 16,291.24 |
3 486.74 16,075.05 |
2,048.08 606.83 |
3,405.04 16,291.24 |
2,048.08 606.83 |
2,941.12 15,929.07 |
| Total | 19,696.28 | 19,561.79 | 2,654.91 | 19,696.28 | 2,654.91 | 18,870.19 |

| GMM PFAUDLER LIMITED | ||
|---|---|---|
| CONSOLIDATED UNAUDITED BALANCE SHEET AS AT SEPTEMBER 30, 2021 | ||
| As at | £ In Million As at |
|
| Particulars | 30.09.2021 Unaudited |
31.03.2021 Audited |
| ASSETS | ||
| (D Non-current assets (a) Property, Plant & Eguipment |
4,280.83 | 36 a2 |
| (b) Right of Use Assels | 1,354.85 | 1,385.07 |
| (c) Capital work-in-progress (d) Goodwill |
104.33 656.65 |
43.23 636.71 |
| (e) Other Intangible Assets (f) Intangible assets under development |
4,184.06 | 4,529.36 0.28 |
| (g) Financial Assets | - | |
| (i) Investments (ii) Others |
0.01 35.70 |
0.01 82.02 |
| (h) Deferred Tax Assets (net) | 468.28 | 352.82 |
| () Other non-current assets Total Non-current assets |
21.63 11,106.34 |
74.39 10,865.21 |
| (2) Current Assets | ||
| (a) Inventories (b) Financial Assets |
6,102.81 | 5,848.81 |
| (j) Investments (ii) Trade Receivables |
6.62 2,931.16 |
6.68 3,096.14 |
| (ii) Cash & Cash Edguivalents | 2,504.24 | 2,434.69 |
| (iv) Bank balances other than (ii) above (v) Loans |
284.99 AT |
488.06 0.78 |
| (Vi) Others | 1,328.02 | 742.11 |
| (c) Other current assets Total Current assets |
1,065.21 14,219.22 |
692.45 13,309.72 |
| Total Assets | 25,325.56 | 24,174.93 |
| EO@UITY & LIABILITIES | ||
| (DIEguity (a) Eauity Share Capital |
29.23 | 29.23 |
| (b) Other Eauity Eguity attributable to the Parent |
4,472.81 4,502.04 |
4,042.18 4,071.41 |
| (2) Non-Controlling Interest | 1,127.24 | 1,233.33 |
| LIABILITIES | ||
| (3) Non-current liabilities | ||
| (a) Financial Liabilities Borrowings () |
4,733.56 | 4,A27.54 |
| Lease Liabilities (i) (b) Deferred tax liabilities (Net) |
(des zz A6O.O7 |
1,215.64 523.45 |
| (c) Provisions | 4 400.33 | 4,555.48 |
| (d) Other non-current liabilities Total Non-current liabilities |
21.95 10,799.68 |
123 16 10,845.86 |
| (4) Current liabilities (a) Financial Liabilities |
||
| () Borrowings | 553.36 | 489.12 |
| (ii) Lease Liabilities (ii) Trade payables due to |
213.79 | 193.91 |
| - Micro & Small Enterprise - Other than Micro & Small Enterprise |
37.79 2,861.24 |
44.08 2,916.32 |
| (iv) Others | 250.08 | 800.32 |
| (b) Provisions (c) Current Tax Liabilities (Net) |
1,002.17 149.59 |
970.07 176.51 |
| (d) Other current liabilities | 3 828.58 | 2,935.00 |
| Total Current Liabilities Total Eaguity & Liabilities |
8,896.60 25,325.56 |
8,024.33 24,174.93 |


GMM PFAUDLER LIMITED STATEMENT OF CONSOLIDATED UNAUDTED CASH FLOWS FOR THE HALF YEAR ENDED SEPTEMBER 30, 2021 \$ In Million - Half-year Ended Parsioulare 30092021 30.08.2020 Unaudited Unaudited (Refer Note 7) CASH FLOW FROM OPERATING ACTIVITIES Profit before taxation 399.88 566.11 Adjustments for: Depreciation and amortisation expense 778.60 121.07 Net (gain) / loss on disposal of property, plant & eguipment (5.09) - Net (gain) / loss on non-current investments designated as fair value through profit or loss - 0.10 Net (gain) / loss on current investments designated as fair value through profit or loss 0.06 1.04 Interest Income (1.95) (27.11) Interest and financial charges 16994 29.39 Provision for doubtful debts, liguidated damages and advances 7.31 35.70 Provision for warranty 8.37 1.68 Unrealised foreign exchange fluctuation loss/(gain) 9.18 1418 Actuarial gain / (loss) on gratuity and pension obligations reclassified in OC! 140.76 (54.55) Operating profit before working capital changes 1,497.03 690.56 Adjustments for: (Increase) / Decrease in inventories (254.00) 280.93 (Increase) / Decrease in trade receivable, loans and other financial & non financial assets (805.41) (362.28) Increase / (Decrease) in trade payables, provisions and other financial & non financial liabilities 552.05 294.47 Cash generated from operations 989.67 903.68 Direct taxes paid (445.66) (66.50) Net cash from operating activities A 544.01 837.18 CASH FLOW FROM INVESTING ACTIVITIES Purchase of property, plant and eguipment, including intangible assets (714.71) (223.06) Proceeds from sale of property, plant and edguipment 12.90 353.36 Fixed deposits placed with banks - (215.00) Proceeds from fixed deposits 203.90 - Interest received 1.95 dd Loan repaid by related party - 169.12 Payment towards acduisition of business - (545.37) Net cash used in investing activities B (495.96) (433.84) GASH FLOW FROM FINANCING ACTIVITIES Proceeds from short term borrowings 74.19 100.00 Repayment of short term borrowings (218.97) (212.25) Proceeds from long term borrowings 614.00 460.00 Repayment of long term borrowings (176.11) - Interest paid (123.96) (15.98) Dividend paid (43.61) (43.62) Payment of lease liability (104.04) (38.07) Net cash from financing activities C 21.50 250.08 NET INCREASE IN CASH & CASH EOGUIVALENTS A*BHC 69.55 653.42 Cash and cash eguivalents at the beginning of the period 2,434.69 477.75 Cash and cash eguivalents at the end of the period 2,504.24 1,131.17

