Nitco Ltd. — Interim / Quarterly Report 2023

Feb 13, 2023

February 13, 2023

Corporate Service Department,	The Listing Department,
BSE Limited	National Stock Exchange of India Limited
Jeejeebhoy Towers	Exchange Plaza, Bandra Kurla Complex,
Dalal Street,	Bandra (E),
Mumbai – 400 001	Mumbai – 400051.
Script code: 532722	Script code: NITCO

Dear Sir/Madam,

Sub: Outcome of the Board Meeting of NITCO Limited (the "Company") held today i.e. Monday, February 13, 2023

Pursuant to Regulation 30 read together with Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("the Listing Regulations"), we hereby inform that the Board of Directors of the Company at their meeting held today i.e. Monday, February 13, 2023 has inter-alia transacted the following business:

1. Considered and approved the un-audited standalone and consolidated financial results for the quarter and nine months ended December 31, 2022 (Q3) along with the Limited Review Report on the results pursuant to Regulation 33 of the Listing Regulations;

A copy of the Un-audited Financial Results and the Limited Review Reports thereon, are attached herewith as Annexure I;

1. Considered and approved appointment of M/s. Mihen Halani & Associates as Secretarial Auditor of the Company for the Financial Year 2022-23;

We hereby declare that the Auditors have expressed a qualified opinion in the Limited Review Report on the un-audited standalone and consolidated financial results for the quarter and nine months ended December 31, 2022 (Q3).

The Meeting of Board of Directors of the Company commenced at 4:05 P.M. and concluded at 4:45 P.M.

We request you to take the same on your records & oblige.

Thanking you, Yours faithfully,

For NITCO LIMITED

Vivek Talwar Managing Director DIN: 00043180

	Regd. Office : Barodawala Mansion, B-Wing, 3rd Floor,
	81, Dr. Annie Besant Road,
	Worli, Mumbai - 400 018.
Tel.	+91 22 2496 9900
Fax	+91 22 2496 9995
LLPIN	AAT -7548
Website	www.mmnissim.com

Independent Auditors' Limited Review Report on the Unaudited Standalone Financial Results of the Company for the Quarter and Nine Months period ended on 31st December 2022 Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended

Review Report to The Board of Directors of Nitco Limited

M M NISSIM & CO LLP

CHARTERED ACCOUNTANTS

• 1. We have reviewed the accompanying Statement of Unaudited Standalone Financial Results of Nitco Limited (the 'Company') for the quarter and nine months period ended 31st December 2022 ("the Statement") attached herewith, being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (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 the IND AS 34 'Interim Financial Reporting', prescribed under Section 133 of the Companies Act, 2013 read with relevant rules issued there under and other accounting principles generally accepted in India. Our responsibility is to issue a report on these financial results based on our review.
• 1. ·We conducted our review of the Statement 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 results are free of material misstatement. 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.

4. Qualified Opinion

Basis of Qualified Opinion

· Material Uncertainty Related to Going Concern

The Company continues to incur losses resulting in an erosion of its net worth and its current liabilities exceeds current assets as of 31st December 2022.

We draw your attention to Note 3 to the· financial results as regards revocation of the restructuring of existing facilities (excluding the NCD and RPS facility) by JM Financial Asset Restructuring Company Limited (acting in its capacity as trustee of JMFARC-LVB Ceramics September 2014- Trust).- (Financial Creditor), vide letter dated 19 September 2022, whereby dues amounting to Rs. 2,42,762. 93 Lakhs has been restated (the amount appearing in books as on 31st December 2022 is Rs. 62,090.96 Lakhs).

On 15th November 2022, the Financial Creditor has made an Application under Section 7 of Insolvency and Bankruptcy Code, 2016 read with Rule 4 of the Insolvency and Bankruptcy (Application to Adjudicating Authority) Rules, 2016 with National Company Law Tribunal (NCLT) to initiate corporate insolvency resolution process. We are informed that the Company is seeking appropriate legal advice and will take all appropriate steps to protect its interest in the aforesaid matter. Accordingly, no adjustments have been made to the carrying values of the liabilities and their presentation and classifications in the results and are accounted on going concern basis.

Based on our review conducted, we have concluded that a material uncertainty exists relating to events or conditions that may cast significant doubt on the entity's ability to continue as a · going concern and to that extent, the limited review report is qualified.

5. Emphasis of Matters

We draw attention to certain other matters and its consequential impact, if any, on the results including their presentation / disclosure:

• i. Refer Note 4 to the financial results, Company has not provided for interest on the outstanding loan of LIC of Rs. 1,887.26 lakhs (Principal outstanding), as they are hopeful of its restructuring same in line of JMF ARC.
• ii. Refer Note 5 to the financial results, Additional Director General Foreign Trade (ADGFT) had levied penalty of Rs. 17,000.00 lakhs which is confirmed by the Appellate bench of DGFT, New Delhi. No provision for the demand is made in the books. Management has received legal opinion that the order is bad in law.
• iii. Refer Note 6 to the financial results, Revenue Department has raised a demand of Rs 5,106.08 .lakhs. No provision for the demand is made in the books as company has received interim relief against the order from Bombay High Court.
• iv. Refer Note 7 to the financial results, Management has not done provision for impairment of Rs. 995.99lakhs w.r.t. capital advance given to Saumya Buildcon Pvt Ltd.
• v. Refer Note 9 to the financial results, Management has not done provision for impairment w.r.t. carrying value of Property, Plant and Equipment, which shall be done at the year end.

• vi. Refer Note 10 to the financial results, the balance with respect to certain bank balances, borrowings from banks and financial institutions, other current assets and liabilities are subject to confirmations and the balances are currently reported in the results as per the books of accounts.
• 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 the recognition and measurement principles laid down in the aforesaid Indian Accounting Standards ('Ind AS') specified under Section 133 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India, has not disclosed · the information required to be disclosed in terms of the Listing Regulation, including the manner in which it is to be disclosed, or that it contains any material misstatement.

7. Other Matter

The financial results for the quarter and nine months period ended 31st December 2021 and year ended 31st March 2022 have been reviewed/ audited by another auditor who has expressed an unmodified opinion on those statements based on his review for the quarter and nine months period 31st December 2021 and audit report for the financial year ended 31st March2022.

ForM M NISSIM & CO LLP Chartered Accountants (Firm Regn. No. 107122W /W100672)

\6. ~__.r<-( (N. Kashfuath) Partner

Mem. No.: 036490 UDIN: ::L3o 3k44a _B6; xR_\$tpb:L.o~

Place: Mumbai Date: 13th February 2023 ^rM M NISSIM & CO LLP CHARTERED ACCOUNTANTS

	Regd. Office : Barodawala Mansion,
	B-Wing, 3rd Floor,
	81, Dr. Annie Besant Road,
	Worli, Mumbai - 400 018.
Tel.	+91 22 2496 9900
Fax	+91 22 2496 9995
LLPIN	AAT - 7548
Website	www.mmnissim.com

Independent Auditors' Limited Review Report on the Unaudited Consolidated Financial Results of the Company for the Quarter and Nine Months Period ended on 31st December 2022 Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended.

Review Report to The Board of Directors of Nitco Limited

• 1. We have reviewed the accompanying Statement of Unaudited Consolidated Financial Results of Nitco Limited (the 1 Holding Company') and its subsidiaries ("the Holding Company and its Subsidiary together referred to as the 'Group') for the quarter and nine months period ended 31st December 2022 ("Statement"), being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('the Regulation1 ) as amended (the 11Listing Regulations ¹¹ ).
• 1. This Statement, which is the responsibility of the Company's Management and approved by the Holding Company's Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in the IND AS 34 1 lnterim Financial Reporting1 , prescribed under Section 133 of the Companies Act, 2013 read with relevant rules issued there under and other accounting principles generally accepted in India. Our responsibility is to issue a report on the financial statements based on our review.
• 1. We conducted our review of the Statement in accordance with the Standard on Review Engagement (SRE) 2410, 1 Review of Interim Financial Information Performed by the Independent Auditor of the Entity1 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 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 also performed procedures in accordance with the circular No CIR/ CFD/ CMD1/ 44/ 2019 issued by the Securities and Exchange Board of India under Regulation 33(8) of the Listing regulations, to the extent applicable.

• 1. The Statement includes the results of the following:
• A) Subsidiaries:
  • i) Nitco Realities Private Limited

..

B) Fellow Subsidiaries:

• i) Maxwealth Properties Private Limited
• ii) Meghdoot Properties Private Limited
• iii) Roaring Lion Properties Private Limited
• iv) Feel Better Housing Private Limited
• v) Quick Solutions Properties Private Limited
• vi) Silver Sky Real Estates Private Limited
• vii) Opera Properties Private Limited
• viii) Ferocity Properties Private Limited
• ix) Glamorous Properties Private Limited
• x) Nitco IT Parks Private Limited
• xi) Nitco Aviation Private Limited
• xii) Aileen Properties Private Limited
• xiii) Quick Innovation Lab Private Limited

5. Qualified Opinion

Basis of Qualified Opinion

Material Uncertainty Related to Going Concern

The Parent Company continues to incur losses resulting in an erosion of its net worth and its current liabilities exceeds current assets as of 31 December 2022.

We draw your attention to Note 3 to the financial results as regards revocation of the restructuring of existing facilities (excluding the NCD and RPS facility) by JM Financial Asset Restructuring Company Limited (acting in its capacity as h·ustee of JMF ARC-LVB Ceramics September 2014- Trust).- (Financial Creditor), vide letter dated 19th September 2022, whereby dues amounting toRs. 2,42,762.93 Lakhs has been restated (the amount appearing in books as on 31st December 2022 is Rs. 62,090.96 Lakhs).

On 15th November 2022, the Financial Creditor has made an Application under Section 7 of Insolvency and Bankruptcy Code, 2016 read with Rule 4 of the Insolvency and Bankruptcy (Application to Adjudicating Authority) Rules, 2016 with National Company Law Tribunal (NCLT) to initiate corporate insolvency resolution process. We are informed that the Parent Company is seeking appropriate legal advice and will take all appropriate steps to protect its interest in the aforesaid matter. Accordingly, no adjustments have been made to the carrying values of the liabilities and their presentation and classifications in the results and are accounted on going concern basis.

Based on our review conducted, we have concluded that a material uncertainty exists relating to events or conditions that may cast significant doubt on the parent entity's ability to continue as a going concern and to that extent, the limited review report is qualified.

6. Emphasis of Matters

We draw attention to certain other matters and its consequential impact, if any, on the results including their presentation / disclosure:

• i. Refer Note 4 to the financial results, Parent Company has not provided for interest on the outstanding loan of LIC of Rs. 1,887.26lakhs (Principal outstanding), as they are hopeful of its restructuring same in line of JMF ARC.
• ii. Refer Note 5 to the financial results, Additional Director General Foreign Trade (ADGFT) had levied penalty of Rs. 17,000.00 lakhs which is confirmed by the Appellate bench of DGFT, New Delhi. No provision for the demand is made in the books. Management of parent company has received legal opinion that the order is bad in law.
• iii. Refer Note 6 to the financial results, Revenue Department has raised a demand of Rs 5,106.08 lakhs. No provision for the demand is made in the books as parent company has received interim relief against the order from Bombay High Court. ·
• iv. Refer Note 7 to the financial results, Management of parent company has not done provision for impairment of Rs. 995.99lakhs w.r.t. capital advance given to Saumya Buildcon Pvt Ltd.
• v. Refer Note 9 to the financial results, Management of parent company has not done provision for impairment w.r.t. carrying value of Property, Plant and Equipment, which shall be done at the year end.
• vi. Refer Note 10 to the financial results, the balance with respect to certain bank balances, borrowings from banks and financial institutions, other current assets and liabilities are subject to confirmations and the balances are currently reported in the results as per the books of accounts.
• vii. Refer Note 11, New Vardhman Vitrified Pvt. Ltd. (NVVPL) was subsidiary of the Parent Company till 10th December, 2020. NVVPL ceased to be subsidiary with effect from this date. However, the share transfer has not been effected pending NOC from some of the lenders. Accordingly, the assets and liabilities of NVVPL has been classified as held for Sale in the Statement of Asset and Liabilities and profits/losses which have been reported as operations discontinued in the Statement.

7. Other Matter

a) The Statement includes the unaudited interim financial results and other financial information in respect of one subsidiary and thirteen fellow subsidiaries, whose interim financial results / information reflects total revenue of Rs. 48.19lakhs and Rs. 138.38lakhs, total net loss after tax of Rs. 0.41 lakhs and Rs. 2.06 lakhs, total comprehensive income of Rs. 0.41 lakhs and Rs. 2.06 lakhs for the quarter ended and nine months period ended 31st December, 2022, respectively.

The unaudited interim financial results/ statements and other unaudited financial information of its subsidiary and thirteen fellow subsidiaries have not been reviewed by its auditor and has been approved and furnished to us by the Management and our conclusion on the Statement, in so far as it relates to the affairs of one subsidiary and thirteen fellow subsidiaries is based solely on such unaudited interim financial statements/ financial results and other financial information. According to the information and explanations given to us by the management, these interim financial statements/ financial results are not material to the Group.

b) The financial results for the quarter and nine months period ended 31st December 2021 and year ended 31st March 2022 of the parent company, one subsidiary and thirteen fellow subsidiaries have been reviewed/ audited by another auditor who has expressed an unmodified opinion on those statements based on their review for the quarter and nine months period ended 31st December 2021 and audit report for the financial year ended 31st March 2022.

Our opinion is not modified in respect of these matters.

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 the recognition and measurement principles laid down in the aforesaid Indian Accounting Standards ('Ind AS1 ) specified under Section 133 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of the Listing Regulation, including the manner in which it is to be disclosed, or that it contains any material misstatement.

ForM M Nissim & CO LLP Chartered Accountants Firm Regish·ation No. 107122W /W100672

16--~~ N Kashinath - (

Partner Membership No. 036490 UDIN- ~'O~ogc;.,.x~~~9

Place: Mumbai Date: 13th February 2023

NITCO NITCO LIMITED

TILES MARBLE MOSAICO Registered Office: Plot No.3 Nitco House KanjurVillage Road Kanjurmarg lEast) Mumbai - 400042 Tel No: 022 67521555 Fa x: 022 67521500 Email: investorgrievances@nitco.in Website: www.nitco.in CIN: L26920MH1966PLC016547

STATEMENT OF UNAUDITED FINANCIAL RESULTS FOR THE QUARTER AND NINE MONTHS ENDED DECEMBER 31,2022

							(Rs. in lakh exceot earnings per share)
	STANDALONE								CONSOLIDATED
Particulars		Three Month Ended		Nine Month Ended		Year ended		Three Month Ended		Nine Month Ended		Year ended
	31.12.2022	30.09.2022	31.12.2021	31.12.2022		31.12.2021 31.03.2022	31.12.2022	30.09.2022	31.12.2021	31.12.2022	31.12.2021	31.03.2022
		!Unaudited! IUnaudltedl !Unaudited		Unaudited	I Unaudited!	IAuditedl	IUnauditedl IUnauditedl		I Unaudited\		fUn audited I !Unaudited I	!Audited
CONTINUING OPERATIONS Revenue from Operations
Sale of Products	11,163.44	7,238.79	11,893.99	27,372.35	28.457.96	40,345.04	11,211.39	7,285.64	11,933.71	27,508.30	28,579.01	40,539.08
Other operational revenue	61.72	132.28	113.36	282.59	430.69	522.21	61.79	132.31	113.36	282.69	430.69	522.21
Total Revenue from Operations	11,225.16	7,371.07	12,007.35	27,654.94	28,888.65	40,867.25	11,273.18	7.417.95	12,047.07	27,790.99	29,009.70	41,061.29
Other Income	61.07	137.88	33.99	372.52	671.95	744.64	61.24	138.15	34.18	374.86	672.52	747.18
Total Income	11,286.23	7,508.95	12,041.34	28,027.46	29,560.60	41,611.89	11,334.42	7,556.10	12,081.25	28,165.85	29,682.22	41,808.47
Expenses
Cost of materials consumed	1,272.65	990.74	614.38	3,077.62	1,706.36	2,791.08	1,313.13	1,031.78	649.32	3,195.99	1,813.28	2,960.24
Purchase of Stock in trade	7,624.23	5,020.86	8,722.03	19,016.15	20,348.08	28,909.69	7,624.23	5,020.86	8,722.03	19,016.15	20,348.08	28,909.69
Changes in inventories of finished goods, Stock in trade and work	(48.06)	(70.04)	491.18	27.94	647.15	975.75	(48.06)	(70.04)	491.18	27.94	647.15	975.75
in-proRress
Employee benefits expense	1,304.10	1,325.48	1,346.09	3,964.67	3,999.95	5,334.56	1,304.10	1,325.48	1,346.09	3,964.67	3,999.95	5,334.56
Depreciation and amortization expense	740.35	740.48	754.38	2,218.49	2,263.49	3,000.38	740.35	740.48	754.38	2,218.49	2,263.49	3,000.37
Finance cost (net)	1,893.64	1,858.67	1,668.51	5,453.69	4,788.25	6.432.61	1,893.67	1,858.69	1,668.56	5,453.81	4,788.35	6,432 .61
Other expenses	1,302.62	1,252.52	1,492.76	3,681.84	4,668.91	6,754.47	1,310.70	1,261.06	1,502.07	3,703.79	4,711 .59	6,809.20
Total Expenses	14,089.53	11,118.71	15,089.33	37,440.40	38,422.19	54,198.54	14,138.12	11,168.31	15,133.63	37,580.84	38,571.89	54.422.42
(Loss) from Continuing Operations before tax and before	(2,803.30)	(3,609.76)	(3,047.99)	(9,412.94)		(8,861.59) (12,586.65)	(2,803.70)	(3,612.22)	(3,052.38)	(9.414.99)		(8,889.67) (12,613.95)
exceptional items Exceptional items-gain/{loss) {Refer Note- 8)	1644.011			• (1.496.011			(644.01)			(1,496.01)
Profit I (Loss) from Continuing Operations before tax and after
exceptional items	(3,447.31)	(3,609.76)		(3,047.99) (10,908.95)		(8,861.59) (12,586.65)	(3,447.71)	(3,612.22)		(3,052.38) (10,911.00)		(8,889.671 (12,613.95)
Tax expense
Current TalC (current year)												0.20
Current Ta lC (earlier years)
Deferred TalC
Net Profit for the period from Continuing Operations	(3,447.31)	(3,609.76)		(3,047.99) (10,908.95)		(8,861.59) (12,586.65)	(3,447.71)	(3,612.22)		(3,052.38) (10,911.00)		(8,889.67) (12,614.15)
Profit/ (Loss ) attributable to Non-Controlling Interest							(0.29)	(0.581	(0.32)	(1.08)	(1.09)	10.821
Profit attributable to the Owners of the Parent							13,447.421	(3,611.64)	(3,052.061	110,909.921		(8,888.581 (12,613.33)
Net Profit/ (Loss) after tax	13,447.31)	13,609.76)		(3,047.99) (10,908.95)		(8,861.59) (12,586.651	(3,447.71)	(3,612.22)		(3,052.38) (10,911.00)		(8,889.67) (12,614.15)
Profit/ (Loss) attributable to Non-Controlling Interest							(0.291	(0.58)	(0.321	(1.081	(1.091	(0.821
Profit attributable to the Owners of the Parent							13 447.42	13 611.64	13 052 .06	flO 909.92	IS 888.58	112 613.33
Other Comprehensive Income
(i) Items that will not be reclassified to profit or loss	13.331	(24.981	77.98	5.11	4.11	38.29	(3.33)	(24.98)	77.98	5.11	4.11	38.29
(ii) Ta lC relating to items that will not be reclassified to profit or
loss										5.11	4.11
Other Comprehensive Income (OCI) OCI attributable to Non-Controlling Interest	(3.33)	(24.98)	77.98	5.11	4.11	38.29	(3.33)	(24.98)	77.98			38.29
CCI attributable to the Owners of the Parent	(3.331	(24.98)	77.98	5.11	4.11	38.29	(3.331	(24.981	77.98	5.11	4.11	38.29
Total Comprehensive Income	(3.450.64)	(3,634.74)		(2,970.01) (10,903.84)		(8,857.48) (12,548.36)	(3,451.04)	(3,637.20)		(2,974.40) (10,905.89)		(8,885.56) (12,575.86)
Non-Controlling Interest							(0.291	(0.58)	(0.321	(1.081	11.091	10.82)
Net Profit/ (loss) after ta~Ces, Non-Controlling Interest	(3.450.64)	(3,634.74)		(2,970.01) (10,903.84)		(8,857.481 (12,548.361	(3.450.75)	(3,636.62)		(2,974.08) (10,904.81)		(8,884.47) (12,575.04)
Paid-up equity share capital (Face ValueRs. 10 per share)	7,185.90	7,185.90	7,185.90	7,185.90	7,185.90	7,185.90	7,185.90	7,185.90	7,185.90	7,185.90	7,185.90	7,185.90
Reserves eiCduding revaluation reserves as per balance sheet						(26,661.29)						(27,018.32)
Earnings per share (before extraordinary items) (of Rs. 10/-
each) (not annualized):
Basic- Continuing Operations	(4.801	(5.06)	(4.131	(15.17)	112.331	117.46)	14.80)	15.06)	14.141	115.18)	112.361	(17.50)
Diluted- Continuing Operations	(4.801	(5.06)	(4.13)	(15.171	(12.33)	(17.461	14.801	15.061	(4.14)	115.181	(12.361	(17.501
Basic- Discontinuing Operations
Diluted - Discontinuing Operations
Basic -Continuing & Discontinuing Operations	(4.80)	(5.061	(4.13)	(15.17)	(12.33)	(17.46)	(4.80)	(5.06)	(4.14)	(15.18)	(12.361	(17.501
Diluted -Continuing & Discontinuinl! Ooerations	14.801	15.061	14.13i	i15.171	112.331	117.46i	i4.80i	i5.o6i	i4.141	115.181	112.361	117.501
							r	\			- @. It	L/~1 r /~
Place : MUMBAI									vekTa lwar			MUMBAI ~I)
									an	irector	z

Place : MUMBAI +" Date : 13-Feb-2023

* -

SEGMENTWISE REVENUE, RESULTS AND CAPITAL EMPLOYED FOR THE QUARTER AND NINE MONTHS ENDED DECEMBER 31, 2022

Particulars	31.12.2022	30.09.2022
		{Unaudited) (Unaudited)		(Unaudited) {Unaudited)	{Unaudited)	(Audited)			{Unaudited) I (Unaudited) I {Unaudited) I {Unaudited)
Sales/ Income from Operations
·Tiles and other related products	11,225.16	7,371.07	12,007.35	27,654.94	28,888.65	40,861.51	11,225.16	7,371.07	12,007.35	27,654.951	28,888.65
- Real estate						5.74	48.02	46.88	39.72	136.04	121.05
Total Revenue	11,225.16	7,371.07	12,007.35	27,654.94	28,888.65	40,867.25	11,273.18	7,417.95	12,047.07	27,790.99	29,009.70
Segment results
- Tiles and other related products	{1,595.80)	(1,882.41)	(1,410.32)	(5,782.72)	(4,617.54)	(6,775.30)	{1,595.97)	(1,882.68)	(1,410.51)	(5,785.06)	(4,618.11)
·Real estate	{18.94)	{6.56)	(3.15)	{45.06)	(127.75)	(123.38)	(19.35)	(9.02)	{7.49)	{47.11)	(155.73)
Segment Profit Before Finance Cost and Tax	{1,614.74)	{1,888.97)	{1,413.47)	{5,827.78)	{4,745.29)	{6,154.04)	{1,615.32)	(1,891.69)	{1,418.00)	{5,832.17)	{4,773.84)
and other financial cost	1,893.64	1,858.67	1,668.51	5,453.69	4,788.25	6,432.61	1,893.67	1,858.69	1,668.56	5,453.69	4,788.35
	61.07	137.88	33.99	372.52	671.95	744.64	61.24	138.15	34.18	374.86	672.52
	{3,447.31)	{3,609.76)	{3,047.99)	{10,908.95)	{8,861.59)	{12,586.65)	{3,447.75)	{3,612.24)	{3,052.38)	{10,911.00)	{8,889.67)
	- I			-		-
Capital Employed
Segmental Assets
-Tiles and other related products	56,636.14	53,734.11	61,560.40	56,636.14	61,560.40	60,732.48	59,720.37	56,818.34	64,644.62	59,720.37	64,644.62
-Real estate	23,064.95	23,063.46	22,962.82	23,064.95	22,962.82	22,979.27	22,958.78	22,951.23	22,832.95	22,958.78	22,832.95
-Unallocated/ Corporate	429.76	411.37	383.10	429.76	383.10	405.73	429.76	411.37	383.10	429.76	383.10
Segmental Assets	80,130.85	77,208.94	84,906.32	80,130.85	84,906.32	84,117.48	83,108.92	80,180.95	87,860.67	83,108.92	87,860.67
liabilities	-	-		-	-	-
related products	23,474.95	18,909.69	20,438.48	23,474.95	20,438.48	22,056.34	28,166.65	23,601.39	25,130.19	28,166.65
	183.71	175.13	157.60	183.71	157.60	173.61	553.47	538.42	502.14
liabilities	23,658.66	19,084.82	20,596.08	23,658.66	20,596.08	22,229.95	28,720.12	24,139.81	25,632.33	28,
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Place : MUMBAI Date : 13-Feb-2023

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1. The above financial results were reviewed by the audit committee and thereafter taken on record by the Board of Directors at their Meeting held on February 13, 2023. The Statutory auditors of the Company have conducted a "limited Review" of the above Unaudited Financial Results for the period ended December 31, 2022.

2. The above results have been prepared in accordance with the principles and procedures of the Indian Accounting Standards {'lnd AS') as notified under the Companies {Indian Accounting Standards) Rules, 2015 as specified under section 133 of the Companies Act, 2013 and other accounting principles generally accepted in lnc!ia.

3. In 2018, the company had received sanction from JM Financial Asset Reconstruction Company Limited ("JMFARC") for restructuring of Company's debt vide a Restructuring Agreement dated 27th March 2018 entered between the Company and JMFARC.

In accordance with the terms of the Restructuring agreement, the Company was obligated to ensure repayment of the Restructured Facilities, along with interest thereon in the manner specified in the Restructuring Agreement. Upon failure to ensure repayment of restructured facilities, JMFARC shall have an absolute right to revoke the reliefs and concessions granted in the Restructuring agreement. Accordingly, the debts and interest are stated at the restructured values.

The Company had committed default in ensuring the repayments of the restructuring facility. On 19 September 2022, JMFARC has revoked the restructuring of existing facilities (excluding the NCD and RPS facility) and the dues amounting to Rs. 2,42, 762.93 Lakhs has been reinstated (as per books of accounts the balance is Rs.62,090.96 Lakhs).

The company is in the process of negotiating the JMFARC for restructuring I extension of restructuring of its facilities. Pending negotiations, no further adjustment is made.

Further, Company has received an email on 15th November 2022 from JM Financial Asset Restructuring Company Limited (acting in its capacity as trustee of JMFARC-LVB Ceramics September 2014- Trust) - Financial Creditor w.r.t. filing of Application under Section 7 of Insolvency and Bankruptcy Code, 2016 read with Rule 4 of the Insolvency and Bankruptcy (Application to Adjudicating Authority) Rules, 2016 with National Company Law Tribunal {NCLT) to initiate corporate insolvency resolution process. The application is numbered and the C.P. (I B) No. allotted is-C.P. (IB)I1308{MB)2022. The application is listed on the NCLT under cause list.

During the quarter, JMFARC also filed the CIRP against Entity having significant influence over the Company- Aurelia Estate and Investments Pvt. Ltd, Subsidiary- Nitco Realities Pvt. Ltd. and fellow Subsidiaries Viz Megdoot Properties Pvt. Ltd., Feel Better Housing Pvt. Ltd., Maxwealth Properties Private Limited, Silver-Sky Real Estate Pvt. Ltd.

The matter was listed for hearing on 7 February,2023 which got adjourned for next hearing on 16 March,2023

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The Company is seeking appropriate legal advice and will take all appropriate steps to protect its interest in the aforesaid matter.

1. Restructuring of Company's debt (excluding debts of LIC) was approved by JMFARC on January 23, 2018. The Company is negotiating with LIC for restructuring of its facility (principal outstanding Rs . 1887.26 Lakhs as on 31.12.2022 on terms similar to restructuring done by JMFARC. Pending negotiations with LIC, nq further adjustments, especially the provision of interest amounting to Rs 2586.63 Lakhs is not made.

0§ S.The Additional Director General Foreign Trade (ADGFT) levied penalty of Rs. 17,000 Lakhs for irregular I non fulfilment of export obligation and the same has been confirmed by the Appellate Bench of DGFT, New Delhi. The Company has filed a Writ Petition in Bombay High Court as the said Order was bad in law & not in accordance to the cardinal Principles of Equity, Law and Good Conscience. No provision has been made in the Accounts for the same.

u~ t-1 -(/) w G. Pursuant to a Scheme of Amalgamation sanctioned by the Hon'ble Bombay High Court, a land parcel held in the name of Particle Board India Limited was amalgamated with the Company. as per the HC Order dated 8th July,2011. Revenue Department raised a demand for unearned income of Rs. 5,105.88 Lakh in this regard. The Company filed a Writ Petition brere the Hon'ble Bombay High Court regarding the same. Stay was granted by Hon'ble Court on 26th March,2018 & the same was confirmed as interim relief by virtue of Order dat\ 9th Se tember, 2019.

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1. Capital advances to Saumya Buildcon amounting to 995.99 Lakhs is expected to be recovered during the year 2022-23. Hence, No provision has been made in the accounts for the same.

B. Exceptional items pertains to provision for litigation settlement amounting to Rs. 644.01 Lakhs for the quarter and 1496.01 Lakhs for the nine months ended on 31st December,2022

On 27th January, 2020, lock out was declared in tiles manufacturing unit situated at Alibaug. The Lockout at the Alibaug plant continues. The Management has reached a settlement with the Alibaug Union representing the 250 workmen of the plant. 240 workers have accepted the settlement agreement. Under the settlement agreement the workers have been offered a VRS scheme and paid Exgratia and an additional compensation of Rs. 1496.01 Lakhs along with their legal dues and Gratuity. Accordingly the case filed by the Union in the labour court and conciliation meeting in the Labour Commissioner's office post the settlement agreement stands dismissed.

1. Management will perform testing of Impairment w.r.t. the carrying value of Property, Plant and Equipment at the year end.

2. The Balance with respect to certain bank balances, borrowings from financial institutions, other current asset and liabilities are subject to confirmation and the balances are currently reported in the result as per the books of accounts.

3. New Vardhman Vitrified Pvt. Ltd. {NWPL) was subsidiary of the Company till lOth December, 2020. NWPL ceased to be subsidiary with effect from this date. However, the share transfer has not been effected pending NOC from some of the lenders. Accordingly, the assets and liabilities of NWPL has been classified as held for Sale in the Statement of Asset and Liabilities and profits/losses which have been reported as operations discontinued in the Statement.

4. In view of the accumulated losses, no provision for Tax has been made for the current year.

5. The previous quarter/ year figures are regrouped/ restated/ reclassified/ rearranged, wherever necessary, to make them comparable.

Place : MUMBAI Date : 13-Feb-2023

1 V1vek Talwar irman & Managing Director

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