Kaya Limited — Interim / Quarterly Report 2020

Aug 2, 2019

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August 2, 2019

TO, Market Operations Department, 'Exchange Plaza', 5" Floor, 1st Floor, Phiroze Jeeieebhoy Towers, Plot No. C/1, 6 Block, Dalal Street, Bandra Kurla Complex, Mumbai — 400001 Bandra(E), Mumbai 400051 BSE Scrip Code: 539276 NSE Symbol: KAYA

BSE Limited National Stock Exchange of india Limited

Subject: Outcome of Board Meeting held today, i.e. August 2, 2019

Dear Sir/ Madam,

This is to inform you that the Board of Directors of Kaya Limited (the "Company") at its meeting held today i.e. Friday, August 2, 2019 has, interalia, approved the Unaudited Standalone and Consolidated Financial Results of the Company, for the quarter ended June 30, 2019.

The board meeting commenced at 12:00 noon and subsequent to the approval of the above» mentioned matters, the meeting will continue till its scheduled time, i.e. 5:00 pm.

Please find enclosed a copy of the following:

• 1. Unaudited Standalone and Consolidated Financial Results for the quarter ended June 30, 2019;
• 1. Limited Review Report by the Statutory Auditors of the Company on the aforesaid Unaudited Financial Results.

Thanking you.

For Kaya Limited,

Nitifiuo A

Mum Company Secretary & Compliance Officer

Encl: A/a

Rt:{ilt,iulx31',(',l" '1 '1 Audit, "sliallnuur, ' 1:619:70 . 1H. ., .1 Apollo Mills Compound Fax +91 [22) 4345 5399 N. M. Joshi Marg, Mahalaxmi Mumbai - 400 011 India

Sth Floor, Lodha Excelus, Telephone +91 (22) 4345 5300

Limited review report on unaudited quarterly standalone financial results ofKaya Limited under Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

To the Board of Directors of Kaya Limited

• 1. We have reviewed the accompanying Statement of unaudited standalone financial results of Kaya Limited ('the Company') for the quarter ended 30 June 2019 ('the Statement'), being submitted by the Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('Listing Regulations').
• 1. This Statement, which is the responsibility of the Company's management and approved by the 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 and in compliance with Regulation 33 of the Listing Regulations. Our responsibility is to issue a report on the Statement based on our review.
• 1. 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 IndependentAuditor ofthe Entity" issued by the Institute of Chartered Accountants of India. This standard requires that we plan and perform the review to obtain moderate assurance as to whether the Statement is free of material misstatement. A review is limited primarily to inquiries ofcompany personnel and analytical procedures applied to financial data and thus provides less assurance than an audit. We have not performed an audit and accordingly, we do not express an audit opinion.
• 1. Attention is drawn to the fact that the figures for the 3 months ended 31 March 2019 as reported in these financial results are the balancing figures between audited figures in respect of the full previous financial year and the published year to date figures up to the third quarter of the previous financial year. The figures up to the end of the third quarter of previous financial year had only been reviewed and not subjected to audit.

8 S R & Co (a partnership firm with Registered Office: Reglstrallon No BAG'IZZS) convened into 5"! Floor, Lodha Excelus B S R & Co. LLP (3 Limited Liability, Partnership Apollo Mills Compound with LLP Registratlon No. AABV8'18'I) N. M. Joshi Marg, Mahalaxmi with effect from October M, 2013 Mumbai ,

400 011. India

Limited review report on unaudited quarterly standalone financial results of Kaya Limited under Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Continued)

Kaya Limited

1. Based on our review conducted as above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with applicable accounting standards and other recognised accounting practices and policies, has not disclosed the information required to be disclosed in terms ofRegulation 33 ofthe SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 including the manner in which it is to be disclosed, or that it contains any material misstatement.

For B S R & Co. LLP Chartered ACCT) unrams Firm's Registration No: 101248W/W—100022

11-h.

Rajesh Mehra Mumbai Partner 2 August 2019 Membership No: 103145 UDlN: 19103145AAAABV3299

Kaya Limited

Statement of Standalone Financial Results for the quarter ended 30 June 2019

					(Rs. in lakhs)
			Quarter ended
'3:	Particulars	30 June 2019	31 March 2019	30 June 2018	31 March 2019
		(Unaudited)	(Audited)	(Unaudited)	(Audited)
1	income
	(a) Revenue from operations	4,911.15	5,124.75	5,108.04	20,932.90
	(b) other operating income	124.06	48.92	-	48.92
	(C) Other income	212.46	152.56	96.21	491.23
	Total income	5,247.67	5,326.23	5,204.25	21,473.05
2	Expenses
	(a) Cost of materials consumed	585.51	559.88	307.14	1,618.84
	(6) Purchase of Stockrinrtrade	42.02	57.81	10.35	143.78
	(c) Changes in inventories of finished goods, work»ineprogress and stockeinrtrade	(176.80)	(276.87)	44.04	(156.92)
	(d) Employee benefits expense	1,368.57	1,253.75	1,401.46	5,279.29
	(e) Finance costs	296.01	—	0,01	,
	(f) Depreciation and amortisation expense	980.33	440.70	336.60	1,527.33
	(g) Other expenses	2,431.80	3,704.03	3,295.26	14,011.44
	Total expenses	5,527.44	5,735.30	5,394.86	22,423.76
3	(Loss) before tax (1 -2)	(279.77)	(413.07)	(190.61)	(950.71)
4	Tax expense:
	(a) Current tax	-	,
	(b) Deferred tax charge/ (credit)		,	-	-
	(c) Excess provision for earlier years	334.07,		-	,
	Total tax expense	334.07	(296.02)	-	(555.00)
			(296.02)		(555.00)
5	Net (loss) for the period (3 -4)	(613.84)	(117.05)	(190.61)	(395.71)
6	Other comprehensive income / (loss) (gross of tax)
	(a) Itemsthat will not be reclassified to profit or loss
	Tax on above	(5.53),	(9.51)	(4.19)	(2210)
	(b) Items that will be reclassified to profit or loss		~	-,	,,
	Tax on above	~-	—	,
	Total other comprehensive income / (loss) (net of income tax)		~		,
		(5.53)	(9.51)	(4.19)	(22.10)
7	Total comprehensive income /(loss) for the period (5 + 6)	(619.37)	(126.56)	(194.80)	(417.81)
8
	Paidvup equity Share capital	1,306.41	1,306.41	1,304.35	1,306.41
	Face value per equity share	10.00	10.00	10.00	10.00
9	Earnings per equity share (of Rs. 10 each) (not annualised):
	(a) Basic
	(b) Diluted	(4.74)(4.74)	(0.90)(0.90)	(1.46)(1.46)	(3.03)(3.03)
	See accompanying notes to the standalone financial results

Notes to the Kaya Limited Standalone financial results:

1. This statement has been prepared in accordance with the Companies ilndian Accounting Standards) Rules, 2015 (Ind Asl prescribed under Section 133 oi the Companies Act, 2013 and other recognised accounting practices and policies to the extent applicable.

2, The above results were revtewed by xhe Audli Committee and approved by the Board of Directors at thelr meeting held on 2 August 2015 These financial results have been subiectto limited review by the statutory auditors ofthe company and are available on the company's website . http://wwwkeya in

1. The Company has single operatingsegmentViz,"5ltin Care and Halr Care Business" in terms oi ind AS 103.

2. Otherexpenses includes consumption oi stores afRs 529.07Iakhsi301une 2018: Rs 505.00 lakhs) for the quaner ended solune 2019.

5. Following are the particulars of Employee Stock Options pursuant to various schemes:

Particulars	Quarter ended30 June 2019	Quarter ended301ml: 2018
Balance at me beginning of the quarter	78,422
Granted during the quarter	e	1,37,71325,118
Forfeited / lapsed during me quarter	3,855	6,956
Exercised during the quarter		12,691
Outstanding al the end of the quarter	74,557	1.43.184

s, The Company has adopted ind A5 116, ellective annual reporting period beginning 1 April 2019 and applied the standard to lts leases, modilied retrospectively, with the cumulative effect of initially applying the Standard, recognised on the date oi initial application (1 April 2019). Accordingly, the Company has not restated comparative inrormation, instead, the cumulative enact oi mitially applying this standard has been recognised as an adjustment to the opening balance of retained earnings as on 1 April 2019. This has resulted in recognising a right-oi-use asset (an amount adiusted by prepaid lease rent of Rs 44673 lakhs) of Rs 10,088.61 lakhs and a corresponding lease liability of Rs 11,351.56 lakhs bv adiusting retained earnings of Rs 1,709.53 lakhs as at 1 April 2019. in the statement of profit and loss for the current period, the rlalure of expenses in respect oi operating leases has changed irom lease rent to depreciation cost for the rlght-to»use asset and linarice cost lor interest accrued on lease liability.

1. Flgures tor the quarter ended 31 March 2019, represent the difference between the audited figures in respect oi lull iin Clal year an the published figures lor nine months ended 31 December 2013, which were subject to limited review.

Place : Mumbai

Date: 2 August 2019 chairman and Managing Director

Apollo Mills Compound Fax +91 (22) 4345 5399 N. M. Joshi Marg, Mahalaxmi Mumbai - 400 011 India

5th Floor, Lodha Excelus, Telephone +91 (22) 4345 5300

Limited review report on unaudited quarterly consolidated financial results of Kaya Limited under Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

To the Board ofDirectors of Kaya Limited

• 1. We have reviewed the accompanying Statement of unaudited consolidated financial results of Kaya Limited ('the Parent') and its subsidiaries (the Parent and its subsidiaries together referred to as 'the Group') for the quarter ended 30 June 2019 ('the Statement'), being submitted by the Company pursuant to the requirements ofRegulation 33 ofthe SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ('Listing Regulations').
• 1. 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 and in compliance with Regulation 33 of the Listing Regulations. Our responsibility is to express a conclusion on the Statement based on our review.
• 1. 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 IndependentAuditor ofthe Entity issuedby the Institute ofCharteredAccountants ofIndia. 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 onAuditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

We also performed procedures in accordance with the circular issued by the SEBI under the Statement includes the results of the following entities:

Name of the Entity	Relationship
KME Holdings Ptc. Ltd.	Subsidiary
Kaya Middle East FZE	Step—down subsidiary
(formerly known as Kaya Middle East FZC)
Kaya Middle East DMCC	Subsidiary
Iris Medical Centre LLC	Step-down subsidiary
Minal Medical Centre LLC — Dubai	Step—down subsidiary
Minal Medical Centre LLC ~Sharjah	Step—down subsidiary
Clinic Dermatology LLC)(formerly known as Minal Specialized

a s R & Co la partnership lirm with Registered Office. Reglstratlon No. EAB'lZZS) convened lllto 5m Floor, Lodha Excelus B s R Br Co. LLF la Limited Llabilitv, Partnership Apollo Mills Compound with LLP Registratlon No. AABrE'lB'l) N. M, Joshl Marg, Mahalaxml with effect from October 14, 2013 Mumbai -

400 011. lndla

Limited review report on unaudited quarterly consolidated financial results of Kaya Limited under Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Continued)

Kaya Limited

• 1. Attention is drawn to the fact that the figures for the 3 months ended 31 March 2019 as reported in these financial results are the balancing figures between audited figures in respect of the full previous financial year and the published year to date figures up to the third quarter of the previous financial year. The figures up to the end of the third quaiter of previous financial year had only been reviewed and not subjected to audit.
• Based on our review conducted and procedures performed as stated in paragraph 3 above and based on the consideration of the review reports of the other auditors referred to in paragraph 6 below, 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 Listing Regulations, including the manner in which it is to be disclosed, or that it contains any material misstatement.
• We did not review the financial information of five (5) subsidiaries (including step-down subsidiaries) included in the Statement, whose financial information reflect total revenues of Rs 5,149155 lakhs, total net (loss) after tax of Rs 296.45 lakhs and total comprehensive (loss) of Rs. 296.18 lakhs for the quarter ended 30 June 2019, as considered in the unaudited consolidated financial results. These 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.

Our conclusion on the Statement is not modified in respect ofthe above matter.

The Statement includes financial information of one (1) subsidiary which has not been reviewed, whose financial information reflects total revenue of Rs. Nil and total net (loss) after tax of Rs. 2.46 lakhs and total comprehensive loss of Rs. 2.46 lakhs for the quarter ended 30 June 2019, as considered in the Statement. According to the information and explanations given to us by the management, this financial information is not material to the Group.

Our conclusion on the Statement is not modified in respect ofthe above matter.

For B S R & Co. LLP CharteredAccountants Finn's Registration No: lOl248W/W~100022

,.

Rajes Mehra Mumbai Partner 2 August 2019 Membership No: 103145 UDIN : 19103145AAAABW9933

Kaya Limited

Statement of Consolidated Financial Results for the quarter ended 30 June 2019

					(Rs. in Laklls)
			Quarter ended		Vear ended
5r.No.	Particulars	30 June 2019	31 March 2019	30 June 2018	31 March 2019
		(Unaudited)	(Audited)	(Unaudited)	(Audited)
1	Income
	(3) Revenue from operanons	10,043.67	10,383.66	10,412.06	42,037.80
	(0) Other operating income	10.42	48.92	-	48.92
	(c) Other income	202.78	134.12	93.35	415.77
	Total income	10,256.87	10,566.70	10,505.42	41,502.49
2	Expenses
	(3) Cost of materials consumed	512.50	538.33	387.85	1,618.84
	(0) Purchase of stock-in-trade	42.02	57.81	10.35	143.78
	(6) Changes in Inventories offinished goods, workeinrprogress and stockeinetrade	(103.79)	(255.32)	(36.67)	(156.92)
	(0) Employee benefits expense	3,652.50	3,521.29	3,620.95	14,350.20
	(e) Finance casts	400.41	76.92	52.83	283.87
	(f) Depreciation and amortisation expense	1,721.45	835.04	625.79	2,908.31
	(3) Impairment loss		527.48		527.43
	(it) Other expenses	4,648.45	6,776.75	5,838.06	24,757.13
	Total expenses	10,873.54	11,078.30	10,495.17	44,432.69
3	(L055) / profit before tax (1 .
4	2)Tax expense:	(616.67)	(1,511.60)	6.25	(1,930.20)
	(a) Current tax				,
	(b) Deferred tax		-
	(6) Excess provilson for earlier years	334.07		»,	-
	Total tax expense	334.07	(296.02)	-	(555.00)
			(296.02)		(555.00)
5	Net (Loss) / profit forthe period (3 »4)	(950.74)	(1,215.53)	6.25	(1,375.20)
6	Share ofloss ofjoint venture		(93.77)	(24.11)	(182.10)
7	Net (Loss) for the period (5 +/— 6)	(950.74)	(1,309.35)	(17.86)	(1,557.30)
8	Other comprehensive income (gross oftax)
	(a) items that will not be reclassified to profit or loss
	Tax on above	(5.26)—	9.41	(10.15)	(21.03)
	(b) items that will be reclassified to profit or loss
	Tax on above		-	-
	Total other comprehensive income (net of income tax)		9.41
9	Total comprehensrve Income (7+3)	(5.26)(956.00)		(10.15)	(21.03)
			(1,299.94)	(28.01)	(1,573.33)
10	Net (loss) / profit attributable to:
	Owners	(964.67)	(1,301.78)	(30.76)
	-Non Controlling Interest	13.93	(7.57)	12.90	(1,596.41)39.11
	Tatal comprehensive income attributable to:
	-Owners	(969.93)	(1,292.37)	(40.91)	(1,617.44)
	-Non Controlling Interest	13.93	(7.57)	12.90	39.11
11	P310706 equity share capital	1,306.41	1,306.41	1,304.35	1,306.41
	Face value per equity share	1000	10.00	10.00	10.00
12	Earnings per equity snare(0fRs.10 each) (not annualised):
	(a) Basic	(7.28)	(10.02)	(0.14)	(11.93)
	(b) Diluted	(7.28)	(10.02)	(0.14)	(11.93)
	See accompanying notes to the consolidated financial results

Notes to the Kaya Limited Consolidated financial results:

1. This statement has been prepared in accordance with the Companies (Indian Accounting Standards) Rules, 2015 (ind AS) prescribed under Section 133 of the Companies Act, 2013 and other recognised accounting practices and policies to the extent applicable.

2, The above results were reviewed by the Audit Committee and approved by the Board of Directors at their meeting held on 2 August 2019. These financial results have been subject to limited review by the statutory auditors of the company and are available on the company's website ~ http://www.l<aya.in.

3, The Group has single operating segment viz."Sl<in and Hair Care Business" in terms of ind A5 108.

1. other expenses includes consumption of stores of Ks 1,3bU.2/lakhs(301une 2018: Rs 1,393.74 lakhsi for the quarter ended 30 June 2019.

2. The Group has adopted ind AS 116, effective annual reporting period beginning 1 April 2019 and applied the standard to its leases, modified retrospectively, with the cumulative effect oi initially applying the Standard, recognised on the date of initial application (1 April 2019). Accordingly, the Group has not restated comparative information, instead, the cumulative effect of initially applying this standard has been recognised as an adjustment to the opening balance of retained earnings as on 1 April 2019. This has resulted in recognising a rightrof~use asset (an amount adjusted by prepaid lease rent of Rs 445.73 lakhsi of Rs 13,279.101akhs and a corresponding lease liability of Rs 14,712.64 lakhs by adjusting retained earnings of Rs 1,880.27 lakhs as at 1 April 2019. In the statement of profit and loss for the current period, the nature of expenses in respect of operating leases has changed from lease rent to depreciation cost for the rightrto-use asset and finance cost for interest accrued on lease liability.

3. Figures for the quarter ended 31 March 2019, represent the difference between the audited figures in respect of full financial year and the published figures for nine months ended 31 December 2018, which were Subject to limited review.

4. The Joint agreement executed between Kaya Middle East, DMCC ("KME DMCC"), a wholly owned subsidiary of Kaya Limited and AL BEDA Medical Services K.S.C.C., Kuwiat is terminated with effect from 31 January 2019.

5. Previous period/year figures have been regrouped/reclassified to make them comparable with those of current period. ,

Place : Mumbai Harsh Mariwala Date: 2 August 2019 Chairman and Managing Director