MT EDUCARE LIMITED — Interim / Quarterly Report 2021

Aug 10, 2021

Ref: MTEL/2021-22/009 August 10th, 2021

The Manager (CRD)	The Manager – Listing Department
BSE Limited	National Stock Exchange of India Limited
Phiroze Jeejeebhoy Towers,	Exchange Plaza, Plot no. C/1, G Block,
Dalal Street, Fort,	Bandra-Kurla Complex, Bandra (East)
Mumbai- 400001	Mumbai - 400 051
Scrip Code : 534312	Symbol: MTEDUCARE

Dear Sir/ Madam,

Sub: Outcome of Board Meeting held on August 10th, 2021

This is to inform you that the Board of Directors of the Company at its meeting held today i.e., on August 10th, 2021 at 05.30 p.m. and concluded at 06.30 p.m. has approved:

1) Un-audited Financial Results (Standalone & Consolidated) of the Company for the first quarter of the financial year 2021-22 ended on June 30, 2021 pursuant to Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The copy of the Un-Audited Financial results along with the Limited Review Report by Statutory Auditors of the Company is enclosed herewith

2) The Board has approved notice for convening of 15 th Annual General Meeting (AGM) on Friday 17th September, 2021 through Video Conferencing (VC)/Other Audio Visual Means (OVAM) and approved notice thereof.

3) Appointment of Scrutinizer for the 15th Annual General Meeting to be held on Friday 17th September, 2021.

4) Pursuant to section 91 of the Companies Act, 2013 and regulation 42 of SEBI (LODR) Regulations, 2015 the register of members & share transfer Books of the Company shall remain closed from 11th September, 2021 to 17th September, 2021 for the purpose of 15th Annual General Meeting of the Company to be held on Friday 17th September, 2021.

5) Approval for re-appointment of M/s Joshi Apte & Associates as Cost Auditor for the F. Y 2021-2022 (Brief Profile Attached with the Outcome).

R. O.. : 2nd Flr., "Flying Colors", Pandit Din Dayal Upadhyay Marg, L.B.S Cross Road, Mulund (W), Mumbai 400080. Ph. : 022-2937700 / 800 / 900 | Fax: 022-25937799 CIN : L80903MH2006PLC163888 Email : info@mteducare.com Website : www.mteducare.com

Kindly take the same on your records.

Thanking you.

Yours faithfully, For MT Educare Limited

Ravindra Mishra Company Secretary

Annexure I

A BRIEF PROFILE OF THE COST AUDITORS IS AS BELOW:

Joshi Apte and Associates is one of the leading Cost Auditing firm in India. It consists of 7 partners with varied exposure in Costing, Accounting, ERP implementation, Taxation, GST and other fields related to finance. Partners consist of different educational qualifications like Doctorate, Company Secretary and MBA. It has cliental of large Public Sector Companies, Private Companies and other forms of organizations too. Cliental includes from various industries like Pharma, Construction, Healthcare, Education, Petroleum, Engineering and many other fields. Partners in the firm have worked on Institute of Cost Accountants of India in various capacities like President, Chairman, Central Council Member and Regional Council Member also. Mix blend of experience and educational qualification makes the firm ahead in many aspects from other Cost Auditing Firms in India.

Statement of Standalone Unaudited Financial Results for the quarter ended 30 June 2021

	(Rs. in Lakhs, except EPS data)
	Particulars	Quarter Ended	Quarter Ended	Quarter Ended June	Year ended
		30 June, 2021	31 March, 2021	30, 2020	31 March, 2021
			(Refer Note 5)
		Unaudited	Audited	Unaudited	Audited
$\mathbf{1}$	Income
	Revenue from operations	1,369.13	630.64	1,399.01	4,852.70
	Other income	397.92	623.66	420.92	2,708.70
	Total income	1,767.05	1,254.30	1,819.93	7,561.40
$\overline{2}$	Expenses
	Direct expenses (Refer note 4)	465.16	393.73	456.82	2,177.60
	Employee benefits expense	321.36	416.87	505.22	1,848.58
	Finance costs	236.04	243.11	313.38	1,204.76
	Depreciation and amortisation expense	336.62	309.08	694.30	2,162.30
	Other expenses (Refer note 6)	420.56	673.93	473.24	2,207.07
	Total expenses	1,779.74	2,036.72	2,442.96	9,600.31
3	Profit/(loss) before tax for the period/year (1-2)	(12.69)	(782.42)	(623.03)	(2,038.91)
4	Tax expense/(credit)	97.05	1,147.00	(181.14)	965.15
5	Net Profit / (Loss) for the period/year after tax (3-4)	(109.73)	(1,929.42)	(441.89)	(3,004.06)
6	Other comprehensive income (including tax effect) Items that will not be reclassified to profit or loss (Net of tax)	6.90	(9.15)	(11.68)	27.60
$\overline{ }$	Total comprehensive income/(loss) for the period/year $(5+6)$	(102.83)	(1,938.57)	(453.57)	(2,976.46)
8	Paid up equity share capital (Face Value Rs. 10 per share)	7,222.81	7,222.81	7,222.81	7,222.81
9 10	Other equity Earnings per share (Face Value of Rs. 10 each) (Not annualised for the quarters):				6,649.78
	Basic Diluted	(0.15) (0.15)	(2.67) (2.67)	(0.61) (0.61)	(4.16) (4.16)

For and on behalf of the Board of Directors

Parag Ola Whole Time Director DIN: 08133069

Sujeet Chaudhary Chief Financial Officer

Mumbai, 10 August 2021

Statement of Consolidated Unaudited Financial Results for the quarter ended 30 June 2021

		(Rs. in Lakhs, except EPS data)
--	--	---------------------------------	--	--

Sr.	Particulars	Quarter Ended	Quarter Ended	Quarter Ended June	Year ended
No.		30 June, 2021	31 March, 2021	30, 2020	31 March, 2021
			(Refer Note 5)
		Unaudited	Audited	Unaudited	Audited
$\mathbf{1}$	Income
	Revenue from operations	1,934.99	393.65	2,335.09	7,517.81
	Other income	549.74	894.68	585.46	3,789.96
	Total income	2,484.73	1,288.33	2,920.55	11,307.77
$\overline{2}$	Expenses
	Direct expenses (Refer note 4)	828.14	926.54	887.81	3,904.37
	Employee benefits expense	340.98	435.01	548.69	1,945.94
	Finance costs	312.41	428.10	415.06	1,663.12
	Depreciation and amortisation expense	436.22	519.87	779.61	2,633.74
	Other expenses (Refer note 6)	451.75	967.64	573.37	2,950.24
	Total expenses	2,369.50	3,277.16	3,204.54	13,097.41
3	Profit/(loss) before tax for the period/year (1-2)	115.23	(1,988.83)	(283.99)	(1,789.64)
4	Tax expense/(credit)	185.99	951.67	(94.51)	1,233.21
5	Net Profit/(loss) for the period/year after tax attributable to the shareholders of the company (3-4)	(70.76)	(2,940.50)	(189.48)	(3,022.85)
6	Other comprehensive income (including tax effect) Items that will not be reclassified to profit or loss (Net of tax)	8.14	(4.77)	(8.97)	32.55
$\overline{7}$	Total comprehensive income for the period/year(5+6)	(62.62)	(2,945.27)	(198.45)	(2,990.30)
8 9 10	Paid up equity share capital (Face Value Rs. 10) Other equity Earnings per share (Face Value of Rs. 10 each) (Not annualised for the quarters):	7,222.81	7,222.81	7,222.81	7,222.81 7,073.10
	Basic Diluted	(0.10) (0.10)	(4.07) (4.07)	(0.26) (0.26)	(4.19) (4.19)

Notes to the Statement of Unaudited standalone and consolidated financial results for the quarter ended 30 June 2021:

• 1 These results have been prepared in accordance with the Indian Accounting Standards (INDAS) notified under Companies Indian Accounting Standards Rules, 2015.
• 2 The Unaudited Standalone and Consolidated Financial Results have been reviewed by the Audit Committee and approved by the Board of Directors at their respective meetings held on 10 August 2021 and subjected to review by Statutory Auditor of the Company.
• $\overline{3}$ The Company is primarily engaged in one business segment namely coaching services as determined by the chief operating decision maker in accordance with IND AS 108 - "Operating Segments".
• $\overline{4}$ Direct expenses mainly includes fees paid to visiting faculties, purchase and printing of study material which is issued to students as a part of course material, center related utilities etc.
• 5 The figures for the quarter ended 31 March 2021 are the balancing figures between unaudited figures for the nine month period ended 31 December 2020 and audited figures for the year ended 31 March 2021.
• 6 Other expenses includes provision for bad and doubtful debts/receivable of Rs. 297 lakhs/ Rs. 297 lakhs for the quarter ended 30 June 2021 for the Company/ Group respectively.
• $\overline{7}$ The Company/ Group has loans, trade receivables and other receivables of Rs 5,285.93 lakhs/ 11,292.88 lakhs (net of provisions) outstanding as at 30 June 2021 from other parties having operations in the education sector, which are overdue. The management is of the opinion that COVID-19 pandemic and the subsequent lockdowns have disrupted the operations of parties in education sector. Thereafter we have witnessed a Second Covid wave during the peak-admission season which has resulted in deferment of recovery process beyond what has been envisaged prior to second COVID wave. We anticipate return of normalcy in coming quarters which will enable recovery of the receivables in an orderly manner. At this present juncture, the management considers the outstanding dues to be good and recoverable.
• The Company/ Group has undertaken various Central and State Government/ Agencies, projects in education/skill development sector. Most 8 of these projects are complete, however the dues outstanding (net of provisions) of Rs 1,822 lakhs/ Rs. 3,049.92 lakhs from the concerned department/agency have not been realized mainly on account of delays and long process. In the opinion of the management, it has made necessary provision, wherever required and such balances are fully recoverable.
• $\mathbf{q}$ The pandemic Covid-19 has caused an adverse impact on the business operations of the Company/ Group and its financial health. Further, the Company/Group has defaulted in its debt and other obligations. These indicate the existence of uncertainty that may cast doubt on the Company/Group's ability to continue as a going concern. The appropriateness of assumption of going concern is dependent upon improvement in cash flows through normal operations in post COVID-19 and timely monetization of assets. The financial statements have been prepared on a going concern basis based on business potentials and the mitigating steps being taken by the Company/ Group.
• 10 The Company/ Group is in the process of finding amicable resolutions to the disruptions caused under Covid -19 scenario and thus clearing the old outstanding dues towards it Customers, creditors and other parties. As a result the company has not been able to finalise such balances resulting in delay in obtaining its balance confirmations. Hence, the reconciliation could not be carried out for the year ended 30 June 2021.
• 11 The Code on Social Security, 2020 ('Code') relating to employee benefits during employment and postemployment received Presidential assent in September 2020. The Code has been published in the Gazette of India and subsequently on 13 November 2020 draft rules were published and invited for stakeholders' suggestions. The Central Government on 30 March 2021 has deferred the implementation of the said Code and the date on which the Code will come into effect has not been notified. The Company/ Group will assess the impact of the Code when it comes into effect and will account for the related impact in the period the Code becomes effective.

12 Note on COVID-19

The nationwide lockdown due to spread of COVID-19 and other significant restrictions imposed on the movement had an impact on the education sector as well, as all of the Company/ Group's coaching centres continued to remain shut for major part for the period ended 30 June 2021. However, during this period, the Company/ Group continued to provide coaching for the ongoing courses "on line" and thus transitioned the same from physical coaching model to an "on-line" model. The Company/ Group has also taken strategic initiatives to introduce "on line" courses alongside physical classroom courses going forward and thus has taken efforts to keep the disruption in the business to the minimum.

In preparation of these financial statements, the Company/ Group has taken into account internal and external sources of information to assess possible impacts of the pandemic, including but not limited to the assessment of liquidity and going concern, recoverable values of its financial and non-financial assets, and the impact on revenues. Based on current indicators of future economic conditions, the Company/ Group expects to fully recover the carrying amount of its assets. Basis the Company/ Group's projected cash flows for the next one year, management has concluded that the Company/ Group will have sufficient liquidity to continue its operations, although it expects possible delays with respect to collections from its government customers. Accordingly, necessary provisions have been made under the Expected Credit Loss model adopted by the Company/ Group.

The extent of the impact on the Company/ Group's operations remains uncertain and may differ from that estimated as at the date of approval of these financial results and will be dictated by the length of time that such disruptions continue, which will, in turn, depend on the currently unknowable duration of COVID-19 and among other things, the impact of governmental actions imposed in response to the pandemic. The Company/ Group is monitoring the rapidly evolving situation and its potential impacts on the Company/ Group's financial position, results of operations, liquidity, and cash flows.

The figures for the previous year/periods have been regrouped wherever necessary. 13

For and on behalf of the Board of Directors

Para bigitally signe g Ola^{Date: 2021.08.10}

Parag Ola Whole Time Director DIN: 08133069

$\epsilon$ unter KUMAR CHAUDHARY Date: 20

Sujeet Chaudhary Chief Financial Officer

Mumbai, 10 August 2021

Independent Auditor's Review Report on the Quarterly Unaudited Standalone Financial Results of MT Educare Limited pursuant to Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended

To The Board of Directors of MT Educare Limited

Re: Limited Review Report for the quarter ended 30 June 2021

• 1. We have reviewed the accompanying Statement of unaudited standalone financial results of MT Educare Limited (the "Company") for the quarter ended 30 June, 2021 ("the Statement") being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations").
• 1. This Statement, which is the responsibility of the Company's Management and approved by the Company's Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34 "Interim Financial Reporting" ("Ind AS 34"), prescribed under Section 133 of Companies Act, 2013, as amended, read with rules issued thereunder and other accounting principles generally accepted in India. Our responsibility is to express a conclusion on the Statement based on our review.
• 1. We conducted our review 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 specified under Section 143(10) of the Companies Act, 2013 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.

4. Basis of Qualified Opinion

a) The Company have recognized net deferred tax assets of Rs. 6,717.44 lakhs based on the estimate that sufficient taxable profits would be available in future years against which deferred tax asset can be utilized. In our opinion, due to uncertainties arising out of the outbreak of COVID -19 and the existence of unutilized tax losses available, it is uncertain that the Company would achieve sufficient taxable profits in future against which deferred tax assets can be utilized. Accordingly, we are unable to obtain sufficient appropriate audit evidence to corroborate the Management's assessment of recognition of deferred tax assets as at 30 June 2021. Had the deferred tax asset not been recognized, the net loss for the period ended 30 June 2021 would have been higher by Rs. 6,717.44 lakhs.

• b) The Company did not obtain/ receive balance confirmation from most of the customers /creditors and other parties including certain advances other than related parties for the balances as on 30 June, 2021 due to COVID-19 disruption and is in the process of finding amicable resolutions with the parties. We are unable to comment on adjustments or disclosures, if any, that may arise.
• c) The Company has loans, trade receivables and other receivables of Rs 5,285.93 lakhs (net of provisions) from other parties having operations in the education sector outstanding as at 30 June 2021, which are overdue. The management considers that COVID-19 pandemic and the subsequent lockdowns have disrupted the operations of parties in education sector and such outstandings have arisen primarily due to lockdowns and the management considers the same as good and recoverable. Accordingly, owing to the aforementioned overdues, we are unable to comment upon adjustments, if any, that may be required to the carrying value of the outstanding receivables and further provisions, if any, required and the consequential impact on the accompanying standalone financial results.

5. Qualified Conclusion

Based on our review conducted as stated above except for the effects/ possible effects of our observation stated in paragraph 4 above, nothing has come to our attention that causes us to believe that the accompanying Statement prepared in accordance with the applicable Indian Accounting Standard (Ind AS) as prescribed under Section 133 of the Companies Act, 2013 read with rules issued thereunder and other recognised accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of the Listing Regulations, as amended, including the manner in which it is to be disclosed, or that it contains any material misstatement.

6. Material Uncertainty relating to Going Concern

The pandemic Covid-19 has caused an adverse impact on the business operations of the Company and its financial health. The operations of the Company was affected for the period ended 30 June, 2021. Further, the Company has defaulted in its debt and other obligations. These indicate the existence of uncertainty that may cast doubt on the Company's ability to continue as a going concern. The appropriateness of assumption of going concern is dependent upon improvement in cash flows from normal operations in post COVID-19 and timely monetization of assets.

Our opinion is not modified in respect of this matter.

7. Emphasis of Matter

We draw attention to

a) Note 8 to the Statement, relating to recoverability of long outstanding vocational trade receivables and unbilled receivables aggregating to Rs. 1,822.00 lakhs (net of provisions) outstanding as at 30 June 2021, which represent amounts recoverable for various Central and State Government/ Agencies projects in education/skill development sector. Based on internal assessment of the management which includes considering the progress of the discussions with the relevant government parties, past trends, contractual rights and evidence of service delivery, the management is of the view that the aforesaid receivable balances (net of provision) outstanding as at 30 June 2021 are good and recoverable.

b) Note 12 to the Statement that states that the management has made an assessment of the impact of COVID-19 on the Company's operations, financial performance, and position as at and for the period ended 30 June 2021 and has concluded that there is no impact which is required to be recognized in the standalone financial results. Accordingly, no adjustments have been made to the financial results. However, the extent of the impact of the COVID-19 pandemic on the Company's standalone financial results is dependent upon future developments

Our opinion is not modified in respect of these matters.

For MGB & Co LLP

Chartered Accountants Firm Registration Number 101169W/W-100035

Sanjay Kothari

Partner Membership Number 048215 Mumbai, 10 August 2021 UDIN: 21048215AAAAJC7378

Independent Auditor's Review Report on the Quarterly Unaudited Consolidated Financial Results of MT Educare Limited pursuant to Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended

To The Board of Directors of MT Educare Limited

Re: Limited Review Report for the quarter ended 30 June 2021

• 1. We have reviewed the accompanying Statement of unaudited consolidated financial results of MT Educare Limited (the "Company") for the quarter ended 30 June, 2021 ("the Statement") being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations").
• 1. This Statement, which is the responsibility of the Company's Management and approved by the Company's Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34 "Interim Financial Reporting" ("Ind AS 34"), prescribed under Section 133 of Companies Act, 2013, as amended, read with rules issued thereunder and other accounting principles generally accepted in India. Our responsibility is to express a conclusion on the Statement based on our review.
• 1. We conducted our review 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 specified under Section 143(10) of the Companies Act, 2013 and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
• 1. The Statement includes the results of the following entities:

Holding Company

i. MT Educare Limited

Subsidiaries

• i. MT Educational Services Private Limited
• ii. Lakshya Forrum for Competition Private Limited
• iii. Chitale's Personalised Learning Private Limited
• iv. Sri Gayatri Educational Services Private Limited
• v. Robomate Edutech Private Limited
• vi. Letspaper Technologies Private Limited
• vii. Labh Ventures India Private Limited

5. Basis of Qualified Opinion

• a) The Group have recognized net deferred tax assets of Rs. 6,923.77 lakhs based on the estimate that sufficient taxable profits would be available in future years against which deferred tax asset can be utilized. In our opinion, due to uncertainties arising out of the outbreak of COVID -19 and the existence of unutilized tax losses available, it is uncertain that the Company and certain subsidiaries would achieve sufficient taxable profits in future against which deferred tax asset can be utilized. Accordingly, we are unable to obtain sufficient appropriate audit evidence to corroborate the Management's assessment of recognition of deferred tax assets as at 30 June 2021. Had the deferred tax asset not been recognized, the net loss for the period ended 30 June 2021 would have been higher by Rs. 6,923.77 lakhs.
• b) The Group did not obtain/ receive balance confirmation from most of the customers /creditors and other parties including certain advances other than related parties for the balances as on 30 June, 2021 due to COVID-19 disruption and is in the process of finding amicable resolutions with the parties. We are unable to comment on adjustments or disclosures, if any, that may arise.
• c) The Group has loans, trade receivables and other receivables of Rs 11,292.88 lakhs (net of provisions) from other parties having operations in the education sector outstanding as at 30 June 2021, which are overdue. The management considers that COVID-19 pandemic and the subsequent lockdowns have disrupted the operations of parties in education sector and such outstandings have arisen primarily due to lockdowns and the management considers the same as good and recoverable. Accordingly, owing to the aforementioned overdues, we are unable to comment upon adjustments, if any, that may be required to the carrying value of the outstanding receivables and further provisions, if any, required and the consequential impact on the accompanying consolidated financial results.

6. Qualified Conclusion

Based on our review conducted as stated above except for the effects/ possible effects of our observation stated in paragraph 5 above, nothing has come to our attention that causes us to believe that the accompanying Statement prepared in accordance with the applicable Indian Accounting Standard (Ind AS) as prescribed under Section 133 of the Companies Act, 2013 read with rules issued thereunder and other recognised accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of the Listing Regulations, as amended, including the manner in which it is to be disclosed, or that it contains any material misstatement.

7. Material Uncertainty relating to Going Concern

The pandemic Covid-19 has caused an adverse impact on the business operations of the Group and its financial health. Further, the Group has defaulted in its debt and other obligations. These indicate the existence of uncertainty that may cast doubt on the Group's ability to continue as a going concern. The appropriateness of assumption of going concern is dependent upon improvement in cash flows from normal operations in post COVID-19 and timely monetization of assets.

Our opinion is not modified in respect of this matter.

• 1. Emphasis of Matter We draw attention to
• a) Note 8 to the Statement, relating to recoverability of long outstanding vocational trade receivables and unbilled receivables aggregating to Rs. 3,049.92 lakhs (net of provisions) outstanding as at 30 June 2021, which represent amounts recoverable for various Central and State Government/ Agencies projects in education/skill development sector. Based on internal assessment of the management which includes considering the progress of the discussions with the relevant government parties, past trends, contractual rights and evidence of service delivery, the management is of the view that the aforesaid receivable balances (net of provision) outstanding as at 30 June 2021 are good and recoverable.
• b) Note 12 to the Statement that states that the management has made an assessment of the impact of COVID-19 on the Group's operations, financial performance, and position as at and for the period ended 30 June 2021 and has concluded that there is no impact which is required to be recognized in the consolidated financial results. Accordingly, no adjustments have been made to the financial results. However, the extent of the impact of the COVID-19 pandemic on the Group's consolidated financial results is dependent upon future developments

Our opinion is not modified in respect of these matters.

For MGB & Co LLP

Chartered Accountants Firm Registration Number 101169W/W-100035

Sanjay Kothari

Partner Membership Number 048215 Mumbai, 10 August 2021 UDIN: 21048215AAAAJD9099