Hindustan Composites Ltd — Interim / Quarterly Report 2020

Feb 13, 2020

·, HINDUSTAN OMPOSITES - LIMITED

HINDUSTAN COMPOSITES LTD.

Peninsula Business Park, Tower "A", 8th Floor, Senapati Bapat Marg, Lower Pare!, Mumbai - 400 013. Tel. (91).(22) 6688 0100 •Fax: (91) (22) 6688 0105 E-mail : :icl@hindcompo.com Website: www.hindcompo.com CIN No. L29120MH1964PLC012955

131h February, 2020

To, The Manager Department of Corporate Services BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai- 400 001 SCRIP CODE: 509635

The Manager - Listing National Stock Exchange of India Limited Exchange Plaza, 5th Floor, 'G' Block Bandra Kurla Complex Bandra (East), Mumbai - 400 051 SYMBOL: HINDCOMPOS

Dear Sir/ Madam,

Sub: Outcome of Board Meeting held on 13th February, 2020

Pursuant to the provisions of Reguiation 30 and 33 (3) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we wish to inform you that the Board of Directors of the Company at its meeting held today i.e. I 3th February, 2020, inter alia, considered the following matters:

• I) Approwd the Un-audited Standalone and Consolidated Financial Results of the Company for the quarter and nine months ended 31st December, 20 I 9.

• 2) Appointed Mrs. Preeti Ag1awal (DIN 0008693668) as an Additional (Non- Executive) Independent Director of the Company for a period of five years w.e.f. 13th February, 2020 tu 12th February, 2025, based on the recommendation of Nomination and Remur.erntion Committee,subject to the approval of the shareholders of the C:rn1pany.

Mrs. Preeti Agrawal is a member of Institute of Chartered Accountants of India and an Insolvency Resolution Professional registered with the IB81. She has attained Dipioma in Information System A�tdit and posse�ses Certificate in the course of concurrent audit of banks. She has over I 5 Jcars of experience in diversified areas. She is not related to any of the Directors or Key Managerial Personnel or Promoters of the Company.

Funher, it is hereby affirmed that Mrs.· Preeti Agrawal is not .debarred from holding office of directo1 by any SEBI ::>rder or order of any other such authority.

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• J) Appointed Mr. Lal it Barnria (DIN: 00204670) as an Additional (Non- Exe c�c th Fe

• Ir.dependent Director of Company for a ptriod of five years w.e.f. 13 2020 to ]2th·February. 2025, subject to the approval of the shareholders of the Com

Regional Sales Offices

East: 29, Ganesh Chandra Avenue. Bando House., Room No 207, 2nd Floor. Kolkata - 700 013. • Tel.: 91-33-2236078 • Fax: 91-33-22360788 West: B-11, Paragon Condominium, 1st Floor, P. B. Marg, Worli, Mumbai - 400 013. • Tel.: 91-22-2495 1355 •Fax: 91-22-24951365 North: 401, Rohit House, 3 - Tolstoy Marg, New Delhi -110 001 • Tel.: 91-11-2331 3845 •Fax: 91-11-23313846

South: New No. 931, Old No. 478, Ramaniyam Citadel Apartment, 2nd Floor, Poonamallee High Road, Arumbakkam, Chennai - 600 106. •Tel: 91-44:2363 3722

• Mr. Lal it Bararia is a member of Institute of Chartered Accouc ?r[���� ][��][Es]

• over 40 years of experience in the field of Management Consultancy, Accounts, Taxation and Finance. He is not related with any of the Directors or Key Managerial Personnel or Promoters of the Company. Further, it is hereby affirmed that Mr. Lalit Bararia is not debarred from holding office of director by any SEBI order or order of any other such authority.

• director by any SEBI order or order of any other such authority.

• 4) Taken on record the resignation of Mrs. Sakshi Mody, Non-Executive Director of the Company w.e.f. closing hours of 13[th ] February, 2020.

Mrs. Sakshi Mody has resigned from the directorship of the Company due to personal reasons, due to which she would not be able to devote time to the Company. She further confirmed that there is no other material reason for her resignation.

• 5) Re-appointed M/s. M Baldeva Associates, Practicing Company Secretaries. Thane as Secretarial Auditors of the Company for conducting the secretarial audit for the financial year 2019-20 under Section 204(1) of the Companies Act, 20 I 3.

A copy of Un-audited Standalone and Consolidated Financial Results of the Company for the quarter and nine months ended 31[st ] December, 2019 along with Limited Review Reports received from the Statutory Auditors of the Company on the said results are enclosed herewith for your records.

The meeting of the Board of Directors commenced at 4.30 p.m. and conclude at 06.00 p.m.

Kindly take the same on your record.

Thanking you,

Yours faithfully,

For Hindustan Composites Limited

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\<

• Vikram Soni

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Company Secretary & Compliance Officer

Encl: As stated above

OMPOSITES ( LIMITED[HINDUSTAN ]

HINDUSTAN COMPOSITES LIMITED

Regd.Office: A Tower,Sth Floor, Peninsula Business Park,

Senapati Bapat Marg,Lower Parel, Mumbai - 400013

Tel: 022-66880100, Fax:022-66880105

visit us at www.hindcompo.com

CIN No. L29120MH1964PLC012955

Statement of Unaudited Standalone Financial Results for the Quarter and Nine Months ended 31st December, 2019

Sr. Pariculars No.	(Rs. In Lakhs, exceptper share data)	(Rs. In Lakhs, exceptper share data)	(Rs. In Lakhs, exceptper share data)	(Rs. In Lakhs, exceptper share data)	(Rs. In Lakhs, exceptper share data)	(Rs. In Lakhs, exceptper share data)
	Three Months Three Months Ended Ended 31-Dec-19 30-Sep-19 (Unaudited) (Unaudited)		Three Months Ended 31-Dec-18 (Unaudited)		Nine Months Nine Months Year Ended Ended Ended 31-Dec-19 31-Dec-18 31-Mar-19 (Unaudited) (Unaudited) (Audited)
1 INCOME a) Revenue from operations b) Other Income Total Income 2 Expenses a)Cost of materials consumed b) Changes in Inventories of finished goods and work-in-progress c) Employee benefits expense d) Finance Costs e) Depreciation and amortization expense f) Other Expenses Total Expenses 3 Profit/ (Loss) before Tax (1-2) 4 Tax Expenses Current tax Deferred tax Tax of earlier years reversed 5 Net Profit for the Period (3-4) 6 Other Comprehensive Income (OCI) a) Items that will not be reclassified to profit or loss b) Income tax relating to items that will not be reclassified to profit or loss c) Items that will be reclassified to profit or loss d) Income tax relating to items that will be reclassified to profit orloss Other Comprehensive Income Total Comprehensive Income afer Tax (5+6) Paid-up Equity Share Capital (Face Value of Rs.5 per share) Earings per Share (Basis and Diluted)(Rs.)	4,376 9	4,287 24	4,971 3		13,648 14,633 19,661 42 50 217
	4,385	4,311	**4,974 **		13,690 14,683 19 878
	1,655 30 854 4 238 1 325	1,729 (43) 835 7 236 1 340	2,233 14 802 4 217 1 35		5,586 6,568 (48) (185) 2,570 2,381 16 19 707 646 4 050 4 048	8,683 (108) 3,192 22 875 5 391
	4,106	4 104	**4,626 **		12,881 13 477	18 055
	279	207	348		809 1 206	1 823
	41	38	13		96 65	230
	(101|186|117|	1215\ 135|1126 1181
	**339 **	255	352		928 1 176	1900
					893 686 (191) (137) 523 (410) (152) 119 1 073 258
	658 (156) (191) 56 367	132 (771) (24) 233 287 198 (84) (58) 311 (398)				954 (211) (405) 118 456
	70 566 738 738 2.30 1.73		(46) 2,001 1,434 738 738 738 2.38 6.28 7.96			2,356 738 12.86

Reporting of Segment wise Revenue,Result, Assets and Llablllties as on 31st December, 2019

Sr. No.	Pariculars	(Rs. In Lakhs)	(Rs. In Lakhs)	(Rs. In Lakhs)	(Rs. In Lakhs)	(Rs. In Lakhs)	(Rs. In Lakhs)
		Three Months Ended 31-Dec-19 (Unaudited)	Three Months Ended 30-Sep-19 !Unaudited)	Three Months Ended 31-Dec-18 (Unaudited)	Nine Months Ended 31-Dec-19 /Unaudited)	Nine Months Year Ended Ended 31-Dec-18 31-Mar-19 /Unaudited) (Audited)
1 ? 3	Segment Revenue - Composite Products - Investment	3,544 832	3,422 865	4,003 968	11,097 2 551	11,837 15,841 2 796 3 820
	TotalIncome	4,376	4,287	**4971 **	13,648	14,633 19,661
	Segment Results (Profit(+)/ Loss (-) before Tax from each segment) - Composite Products . Investment	38 586	(21) 618	11 731	103 1 834	243 325 2 081 2 826
	Sub Tota	l 624	597	742	1937	2,324	3 151
	Less: Unallocable Expenses Less: Finance Cost Add:Other Income	350 407 4 7 9 24		393 4 3	1,154 16 42	1,149 19 50	1,523 22 217
	Profit before Tax	279	207	348	**809 **	1,206	1,823
	a) Segment Assets - Composite Products - Investment -Unallocable	9,028 74,359 3 661	8,882 73,595 3 686	9,534 71,953 3103	9,028 9,534 10,266 74,359 71,953 72,234 3 661 3 103 3081
	Tota	l 87,048	86,163	**84,590 **	87 048 84 590		85 581
	b) Segment Liabilities - Composite Products - Investment - Unallocable	3,964 4,064 1 091	3,787 4,065 1 086	4,249 3,779 1 084	3,964 4,249 4,064 3,779 1 091 1 084		4,278 3,819 1 090
	Tota	l 9,119	8,938	9,112	9 119 9 112		9,187

Notes:

1 The above results were reviewed by the Audit Committee and approved by the Board of Directors in their meeting held on 13th February, 2020 and the Statutory Auditors of the Company have carried out a 'Limited Review' of the same.

2 Effective from 1st April 2019 the Company has adopted IND AS 116 "Leases". However there is no impact in financial results for the quarter and nine months ended 31st December 2019.

3 Previous periods' figures have been rearranged I regrouped wherever considered necessary to conform to the presentation of the current period. All figures of financial result has been rounded off to nearest lakhs rupees.

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Place Mumbai Dated 13th February, 2020

701, Stanford, +91 (22) 62505600 Junction of S. V Road, bagariaco.com & Barfiwala Marg, Andheri (W) Mumbai 400 058, INDIA

Chartered Accountants

BAGARIA & co LLP

LIMITED REVIEW REPORT

To The Board of Directors of Hindustan Composites Limited

We have reviewed the accompanying statement of unaudited standalone financial results of Hindustan Composites Limited ('the Company') for the quarter ended December 31, 2019 and year to date results for the period from April 01, 2019 to December 31, 2019 ("the Statement") attached herewith, being submitted by the Company pursuant to the requirements of Regulations 33 of the SEBI (Listing, Obligations and Disclosure requirements) Regulations, 2015 ('Listing regulations'). This statement is the responsibility of the Company's Management and has been approved by the Board of Directors. Our responsibility is to issue a report on these financial statements based on our review.

We conducted our review 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 financial statements are free of material misstatement. A review is limited primarily to inquiries of company personnel and analytical procedures applied to financial data and thus provide less assurance than an audit. We have not performed an audit and accordingly, we do not express an audit opinion.

Based on our review conducted as above, nothing has come to our attention that causes us to believe that the accompanying statement of unaudited financial results prepared in accordance with applicable accounting standards and other recognized accounting practices and policies, has not disclosed the information required to be disclosed in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with circular issued from time to time, including the manner in which it is to be disclosed, or that it contains any material misstatement.

Place: Mumbai Date : 13th February, 2020

For Bagaria & Co LLP Chartered Accountants Firm Registration No: 113447W �=:::,..... �1 \J,ihay Somani Partner Membership No. 143503 UDIN : �� I q.2,50 3.,(\A AAC...L S'��.>

OMPOSITES ( LIMITED[HINDUSTAN ]

HINDUSTAN COMPOSITES LIMITED

Regd.Office: A Tower,8th Floor, Peninsula Business Park,

Senapati Bapat Marg,Lower Parel, Mumbai • 400013

Tel: 022·66880100, Fax:022-66880105

visit us at www.hindcompo.com

CJN No. L29I20MHl964PLC012955

Statement of Unaudited Consolidated Financial Results for the Quarter and Nine Months ended 31st December, 2019

Sr. No.	Pariculars	(Rs.InLakhs, except per share data)	(Rs.InLakhs, except per share data)	(Rs.InLakhs, except per share data)	(Rs.InLakhs, except per share data)	(Rs.InLakhs, except per share data)	(Rs.InLakhs, except per share data)	(Rs.InLakhs, except per share data)	(Rs.InLakhs, except per share data)	(Rs.InLakhs, except per share data)
		Three Months Three Months Ended Ended 31-Dec-19 30-Sep-19 (Unaudited) (Unaudited)				Three Months Nine Months Ended Ended 31-Dec-18 31-Dec-19 (Unaudited) **(Unaudited) **			Nine Months Year Ended Ended 31-Dec-18 31-Mar-19 (UnauditedI !Audited I
1 INCOME a) Revenue from operations b) Other Income Total Income 2 Expenses a) Cost of materials consumed b) Changes in Inventories of finished goods and work-in-progress c) Employee benefits expense d) Finance Costs e) Depreciation and amortization expense f) Other Expenses Total Expenses 3 Profit for the period before share of Joint venture (1-2) 4 ShareIn(loss) ofjointventure 5 Profit before tax (3+4) 6 Tax Expenses Current tax Deferred tax Tax of earier years reversed 7 Net Profit for the Period (5-6) 8 Other Comprehensive Income (OCI) a) Items that will not be reclassified to profit or loss b) Income tax relating to items that will not be reclassified to profit or loss c) Items that will be reclassified to profit or loss d) Income tax relating to items that will be reclassified to profit or loss Other Comprehensive Income Total Comprehensive Income after Tax (7+8) Paid-up Equity Share Capital (Face Value of Rs.5 per share) Earings per Share (Basis and Diluted) (Rs.)		4,376 4,287 9 24 4,385 4 311				4,971 13,648 14,633 19,661 3 42 50 217 4 974 13 690 14 683 19 878
		1, 1	655 1,729 30 (43) 854 835 4 7 238 236 325 1 340			2,233 5,586 6,568 8,683 14 (48) (185) (108) 802 2,570 2,381 3,192 4 16 19 22 217 707 646 875 1 356 4 050 4 048 5 391
		4	106 279		4 104 207	4 626 12 881 348 809			13 477 18 055 1 206 1 823
			~~1~~33~~1~~		~~1~~42~~1~~	~~1~~31 ~~1~~113~~1~~			~~1~~100~~1~~	~~1~~145~~1~~
			246		165	317 696			1 106	1 678
			41		38	13	96		65	230
		{101l			{86l	117	(215)		(35)	1126)
										1181)
		306			213	321	815		**1 076 **	1 755
		658 (156) (191) 56 367			132 (24) 287 1841	(771) 233 198 1581	893 (191) 523 11521		686 (137) (410) 119	954 (211) (405) 118
				7	311	~~1~~398	1 073		**258 **	456
		67		3	524	~~(~~	1,888		1,334	2,211
		73 2.0		8 7	738 1.44	738 2.17	738 5.52		738 7.29	738 11.88

Reporting of Segment wise Revenue,Result, Assets and Liabilities as on 31st December, 2019

Sr. No.	Pariculars	(Rs.InLakhs)	(Rs.InLakhs)	(Rs.InLakhs)	(Rs.InLakhs)	(Rs.InLakhs)	(Rs.InLakhs)
		Three Months Ended 31-Dec-19 *!Unaudited*	Three Months Ended 30-Sep-19 IUnauditedl Three Months Nine Months Ended Ended 31-Dec-18 31-Dec-19 I UnauditedI IUnauditedI			Nine Months Ended 31-Dec-18 {UnauditedI	Year Ended 31-Mar-19 IAudltedl
1 2 3	Segment Revenue - Composite Products - Investment	3,544 832 3,422 865 4,003 11,097 968 2 551				11,837 2 796	15,841 3 820
	Total Income	4 376 4287 4 971			13648	14 633	19 661
	Segment Results (Profit(+)/ Loss (·) before Tax from each segment) - Composite Products - Investment	38 586 (21) 618 11 731			103 1 834	243 325 2 081 2 826
	Sub Tota	l 624	597 742		1937	2 324 3 151
	Less: Unallocable Expenses Less: Loss of joint venture Less: Finance Cost Add:Other Income	350 33 4 9	407 42 7 24 393 31 4 3		1,154 113 16 42	1,149 1,523 100 145 19 22 50 217
	Profit beforeTax	246	165 317		696	1 106 1 678
	a) Segment Assets - Composite Products - Investment - Unallocable	9,028 73,379 3 661	8,882 72,648 3 686 9,534 71,093 3 103		9,028 73,379 3 661	9,534 10,266 71,093 71,329 3 103 3 081
	**Tota **	l 86 068	85 216	83 730	**86 068 **	83 730	84 676
	b) Segment Liabilities • Composite Products - Investment -Unallocable	3,964 4,064 1 091	3,787 4,065 1 086	4,249 3,779 1 084	3,964 4,249 4,278 4,064 3,779 3,819 1 091 1 084 1 090
	**Tota **	l 9 119	8 938	9 112	9 119 9 112 9 187

Notes: 1 The above results were reviewed by the Audit Committee and approved by the Board of Directors in their meeting held on 13th February, 2020 and the Statutory Auditors of the Company have carried out a 'Limited Review' of the same.

2 Effective from 1st April 2019 the Company has adopted IND AS 116 "Leases". However there is no impact in financial results for the quarter and nine months ended 31st December 2019.

3 Previous periods' figures have been rearranged I regrouped wherever considered necessary to conform to the presentation of the current period. All figures of financial result has been rounded off to nearest lakhs rupees.

) ./ _ _.., I ' ,

Place Mumbai Dated 13th February, 2020

70 l, Stanford, +91 (22) 62505600 Junction of S. V Rood, bogorioco.com & Borfiwola Marg, Andheri (W) Mumbai 400 058, INDIA

Chartered Accountants

BAGARIA & co LLP

LIMITED REVIEW REPORT

To The Board of Directors Hindustan Composites Limited

1. We have reviewed the accompanying statement of unaudited consolidated financial results of Hindustan Composites Limited ("the Parent Company") and its joint venture (together referred to as "the Group") for the quarter ended December 31, 2019 and for the period from April 1, 2019 to December 31, 2019 ("the Statement") attached herewith, being submitted by the Parent Company pursuant to the requirements of Regulations 33 of the SEBI (Listing, Obligations and Disclosure requirements) Regulations, 2015 ('Listing regulations'), as amended.

2. 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 Indian Accounting Standard 34 "Interim Financial Reporting" ("Ind AS 34"), prescribed under Section 133 of the Companies Act, 2013, 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. 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 are not required to perform procedures in accordance with the circular issued by the SEBI under Regulation 33(8) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended.

1. The Statement includes the results of the following entities:

Name of the Entit	Relationshi
Compo Advics (India) Private	Joint Venture in which Parent
	an holds 49% stake

1. Based on our review conducted and procedures performed as stated in paragraph 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 required to be disclosed in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, including the manner in which it is to be disclosed, or that it contains any material misstatement.

2. We did not review the financial statements of the joint venture included in the consolidated financial statements, whose financial statements reflect total revenue from operations of Rs. 93.12 lakhs and Rs. 244.61 lakhs, net loss (total comprehensive income) of Rs. 33.05 lakhs and Rs. 112.89 lakhs, f[o] r the quarter ended December 31, 2019 and for the period from April 01, 2019 to December 31, 2019, respectively, as considered in the statement. These financial statements have been reviewed by other auditor whose review report has been furnished to us by the Parent Company's management and our conclusion on the Statement, in so far as it relates to the amounts and disclosures included in respect of the joint venture, is based solely on the report of the other auditor and our opinion is based solely on the report of such other auditor.

Our conclusion on the Statement is not modified in respect of the above matters referred in para 6.

Place: Mumbai Date : 13th February, 2020

For Bagaria & Co LLP Chartered Accountants Firm Regis 113447W/W Vib Partner Membership No.143503 UDIN :..'.:(o��.35"03AAAA[c ][M ][�64° ]