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Prime Securities Ltd. Regulatory Filings 2021

Nov 9, 2021

59172_rns_2021-11-09_10f74632-c66b-45b1-b386-dd4a1e6485ce.pdf

Regulatory Filings

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November 9, 2021

Corporate Relationship Department Bombay Stock Exchange Limited Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai 400001

Capital Markets - Listing National Stock Exchange of India Ltd Exchange Plaza, 5th Floor, Plot No. C/1. G Block, Bandra Kurla Complex, Bandra (East), Mumbai 400051

Dear Sir / Madam,

Sub: Regulation 30 and 33 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015

Re: Stock Code: 500337 (BSE) / PRIMESECU (NSE)

Pursuant to the provisions of Regulation 30 and 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), we wish to inform you that the Board of Directors of the Company, at their Meeting held today, have taken on record the Unaudited (Consolidated and Standalone) Financial Results of the Company for the Quarter and Half Year ended September 30, 2021.

Please find attached the following:

    1. Press Release;
    1. Unaudited (Consolidated & Standalone) Financial Results of the Company for the Quarter and Half Year ended September 30, 2021:
    1. Limited Review Report by M/s. Walker Chandiok & Co LLP, Independent Auditors on the Unaudited (Consolidated & Standalone) Financial Results for the Quarter and Half Year ended September 30, 2021;
    1. Statement of Assets and Liabilities for the Half Year ended September 30, 2021;
    1. Statement of Cash Flow for the Half Year ended September 30, 2021.

Please note that the Unaudited Financial Results will be published in the newspapers as per the provisions of Regulation 47 of SEBI Listing Regulations and the same will be available on the Stock Exchange websites at www.bseindia.com / www.nseindia.com and on the website of the Company at www.primesec.com.

The Board Meeting commenced at 11.00 a.m. and concluded at 2.20 p.m.

Yours faithfully,

For Prime Securities Limited AJAY JITENDRA SHAH Ajay Shah

Company Secretary

$(ACS-14359)$ Prime Securities Limited 1109 / 1110, Maker Chambers V. Nariman Point, Mumbai 400 021. CIN: L67120MH1982PLC026724 www.primesec.com

Tel: +91-22-6184 2525 Fax: +91-22-2497 0777

UNAUDITED (CONSOLIDATED) FINANCIAL RESULTS QUARTER & HALF YEAR ENDED SEPTEMBER 30, 2021

Total Revenues for the Quarter at $\bar{\tau}$ 1,328 lakhs vs $\bar{\tau}$ 892 lakhs (Y-O-Y), an increase A) of 49%

Total Revenues for the Half Year at $\bar{\tau}$ 2,040 lakhs vs $\bar{\tau}$ 1,900 lakhs (Y-O-Y), an increase of 7%

$B)$ Profit before Tax for the Quarter at ₹777 lakhs vs ₹ 287 lakhs (Y-O-Y), an increase of 171%

Profit before Tax for the Half Year at ₹ 1,278 lakhs vs ₹ 500 lakhs (Y-O-Y), an increase of 156%

$\mathcal{C}$ ) Profit after Tax (including Other Comprehensive Income) for the Quarter at $\bar{\tau}$ 696 lakhs vs $\bar{x}$ 281 lakhs (Y-O-Y), an increase of 148%

Profit after Tax (including Other Comprehensive Income) for the Half Year at $\bar{\tau}$ 1,109 lakhs vs $\bar{x}$ 379 lakhs (Y-O-Y), an increase of 193%

  • Having entered the start-up ecosystem as a value-added Investment Banker, Prime has D) been successful in closing 6 deals, as pre-Series A equity fund raising
  • As part of its traditional Investment Banking slate of deals, Prime has been successful $E)$ in closing an additional 10 deals, spanning Corporate Advisory, Private Equity / Preferential Issuances and Debt Syndication
  • Investors should note that the advisory business does not lend itself to quarterly or $F)$ annual comparisons

For Prime Securities Limited

JAYAKUMAR NARAYANSWAMI N. Jayakumar Managing Director & Group CEO

Mumbai, November 9, 2021

Prime Securities Limited 1109 / 1110, Maker Chambers V, Nariman Point, Mumbai 400 021. CIN: L67120MH1982PLC026724 www.primesec.com

Tel: +91-22-6184 2525 Fax: +91-22-2497 0777

Walker Chandiok & Co LLP

11th Floor, Tower II, One International Center, S B Marg, Prabhadevi (W), Mumbai - 400013 Maharashtra, India T +91 22 6626 2699 F +91 22 6626 2601

Financial Results of Prime Securities Limited Pursuant to Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

To the Board of Directors of Prime Securities Limited

    1. We have reviewed the accompanying statement of unaudited consolidated financial results of Prime Securities Limited subsidiaries (the Holding Company and its , (refer Annexure 1 for the list of subsidiaries included in the Statement) for the quarter ended 30 September 2021 and the consolidated year to date results for the period 01 April 2021 to , being submitted by the Holding Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended), including relevant circulars issued by the SEBI from time to time.
    1. Holding 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 and other accounting principles generally accepted in India and is in compliance with the presentation and disclosure requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended), including relevant circulars issued by the SEBI from time to time. 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 the Standards on Auditing specified under section 143(10) of the Act, 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 SEBI Circular CIR/CFD/CMD1/44/2019 dated 29 March 2019 issued by the SEBI under Regulation 33 (8) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended), to the extent applicable.

Page 1 of 3

Chartered Accountants

Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India

Prime Securities Limited Financial Results of Prime Securities Limited Pursuant to Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

    1. Based on our review conducted and procedures performed as stated in paragraph 3 above and upon consideration of the review reports of the other auditors referred to in paragraph 5 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 Ind AS 34, prescribed under Section 133 of the Act, and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in accordance with the requirements 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.
    1. We did not review the interim financial results of two subsidiaries included in the Statement, whose financial information 1,871 lakhs as at 30 September 2021, total revenues of 155 lakhs and 288 lakhs, total net profit / (loss) after tax of 4 lakhs and (3) lakhs, total comprehensive profit / (loss) of 5 lakhs and (8) lakhs, for the quarter and year-to-date six month period ended on 30 September 2021, respectively, and cash out 137 lakhs for the six month period ended 30 September 2021, as considered in the Statement. These interim financial results have been reviewed by other auditors whose review reports have been furnished to us by the management, and our conclusion in so far as it relates to the amounts and disclosures included in respect of these subsidiaries is based solely on the review reports of such other auditors and the procedures performed by us as stated in paragraph 3 above.

Our conclusion is not modified in respect of this matter with respect to our reliance on the work done by and the reports of the other auditors.

For Walker Chandiok & Co LLP

Chartered Accountants Firm Registration No:001076N/N500013

Murad D. Daruwalla Partner Membership No:043334

UDIN:21043334AAAAVC4012

Place: Mumbai Date: 09 November 2021

Page 2 of 3

Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India

Chartered Accountants

Annexure 1

List of subsidiaries included in the Statement

    1. Prime Research & Advisory Limited
    1. Prime Funds Management Limited

This space has been intentionally left blank

Page 3 of 3

Chartered Accountants

Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India

PRIME SECURITIES LIMITED - CONSOLIDATED

Regd. Office: 1109/1110, Maker Chambers V, Nariman Point, Mumbai 400021 (CIN: L67120MH1982PLC026724) Tel: +91-22-61842525 Fax: +91-22-24970777 Website: www.primesec.com Email: [email protected]

STATEMENT OF CONSOLIDATED FINANCIAL RESULTS FOR THE QUARTER & HALF YEAR ENDED SEPTEMBER 30, 2021

(Rs. in Lakhs, unless otherwise stated)

Particulars Quarter ended Half year ended Year ended
30-Sep-21
(Unaudited)
30-Jun-21
(Unaudited)
30-Sep-20
(Unaudited)
30-Sep-21
(Unaudited)
30-Sep-20
(Unaudited)
31-Mar-21
(Audited)
1 Revenue from Operations
Interest income
$\mathbf{i}$
67 71 56 138 95 230
Dividend income
ii)
9 1 10
iii) Fee and commission income 1,151 638 790 1,789 1,733 4,069
Net gain on fair value changes
iv)
88 34 78 51 44
Gain on sale / redemption of investments
V)
5 5 11 10 20 20
$n$ et 891
Revenue from operations
Other Income
1,320
8
715
7
2,025
15
1,899
1
4,363
165
$\mathbf{I}$
Total income (I+II) 1,328 722 892 2,040 1,900 4,528
Expenses
Finance cost
i)
5 $\overline{7}$ 12 12 20 38
Fee and commission expense
$\mathbf{ii}$
23 40 74 63 286 856
iii) Net loss on fair value changes 10 $\blacksquare$
Impairment on financial instruments
iv)
44 $\blacksquare$ 101 178
Employee benefit expenses
V)
335 335 361 670 727 1,852
vi) Depreciation and amortisation expense 23 26 35 49 64 129
vii) Other expenses 167 77 79 244 202 410
IV Total expenses 553 495 605 1,038 1,400 3,463
$\mathbf V$ Profit / (loss) before exceptional items and
tax (III-IV) 775 227 287 1,002 500 1,065
VI Exceptional items (net) (Refer note 4) $\boldsymbol{2}$ 274 276
VII Profit / (loss) before tax $(V) + (VI)$ 777 501 287 1,278 500 1,065
VIII Tax expenses / (credits)
Current tax 124 39 $\overline{2}$ 163 84 219
Deferred tax charge / (credit) $\overline{7}$ 33 (1) 40 36 25
$\mathbf{I} \mathbf{X}$ Profit / (loss) after tax (VII-VIII) 646 429 286 1,075 380 821
$\mathbf X$ Other comprehensive income/ (loss)
Items that will not be reclassified to
$\Box$
a)
profit or loss
(a) Remeasurement of defined
employee benefit plans
(b) Remeasurement gain/ (loss) on fair
(9) (23) (7) (32) (2) 3
valuation of investments in equity
instruments
II) Income tax relating to items that will
64 64
not be reclassified to profit or loss (5) 7 $\overline{2}$ $\mathbf 2$ 1 (1)
Items that will be reclassified to profit
b)
D
or loss
$\qquad \qquad \blacksquare$
II) Income tax relating to items that will
be reclassified to profit or loss
$\overline{\phantom{0}}$
Other comprehensive income / (loss) $(a+b)$ 50 (16) (5) 34 (1) $\mathbf{2}$
XI Total comprehensive income / (loss) for the 696 413 281 1,109 379 823
quarter / year $(IX + X)$
XII i) Paid-up equity share capital (face value
Rs. 5 each)
Other equity
$\rm ii)$
1,326 1,326 1,326 1,326 1,326 1,326
4,395
XIII Earning / (loss) per equity share
(Rs. not annualised for the quarters and
period ended)
Basic (amount in Rs.) 2.44 1.62 1.08 4.06 1.43 3.10
Diluted (amount in Rs.) 2.27 1.54 1.05 3.77 1.40 3.01

Regd. Office: 1109/1110, Maker Chambers V, Nariman Point, Mumbai 400021 (CIN: L67120MH1982PLC026724) Tel: +91-22-61842525 Fax: +91-22-24970777 Website: www.primesec.com Email: [email protected]

CONSOLIDATED STATEMENT OF ASSETS & LIABILITIES

(Rs. in Lakhs, unless otherwise stated)
Particulars As at As at
30-Sep-21 31-Mar-21
(Unaudited) (Audited)
ASSETS
L. Financial assets
a) Cash and cash equivalents 293 2,301
b) Bank balance other than (a) above 1,516 2,103
Receivables
c).
(i) Trade receivables 437 78
(ii) Other receivables 393 393
Loans
d)
Investments
e)
2,698 1,672
Other financial assets
f)
160 129
5,497 6,676
II. Non-financial assets
a) Current tax assets (net) 953 959
b) Deferred tax assets (net) 20 58
c) Property, plant and equipment 242 313
d) Other intangible assets 2 3
Other non-financial assets
e).
77 133
1,294 1,466
TOTAL ASSETS 6,791 8,142
I. LIABILITIES AND EQUITY
Financial liabilities
Payables
a)
(i) Trade payables
- Total outstanding dues of micro enterprises and small
enterprises
Total outstanding dues of creditors other than micro
enterprises and small enterprises 19 230
b) Borrowings 26 33
Other financial liabilities
$\mathbf{c})$
264 264
309 527
H. Non-financial liabilities
a) Provisions 165 547
b) Other non-financial liabilities 570 1,347
735 1,894
III. Equity
a) Equity share capital 1,326 1,326
b) Other equity 4,421 4,395
5,747 5,721
TOTAL LIABILITIES AND EQUITY 6,791 8,142

Regd. Office: 1109/1110, Maker Chambers V, Nariman Point, Mumbai 400021 (CIN: L67120MH1982PLC026724) Tel: +91-22-61842525 Fax: +91-22-24970777 Website: www.primesec.com Email: [email protected]

CONSOLIDATED STATEMENT OF CASH FLOW FOR THE PERIOD ENDED

SEPTEMBER 30, 2021

(Rs. in Lakhs, unless otherwise stated)
Particulars Period ended Period ended
30-Sep-21 30-Sep-20
Cash flow from operating activities: 500
Profit before tax 1,278
Adjustments for :
Depreciation and amortisation expense
49 64
Changes in fair valuation of investment (net) (411) (51)
Gain on sale of investments (net) (10) (20)
Interest Expense 12 20
Interest income on deposits (95)
Dividend income (138)
Share based payment to employees (10)
110
213
Impairment of financial assets 101
Operating profit before working capital changes 880 732
Adjustments for changes in working capital:
(Decrease) / Increase in provisions (415) (664)
Increase / (Decrease) in trade payables (211) (11)
Increase/ (Decrease) in other financial liabilities (0) 40
Increase/ (Decrease) in other non-financial liabilities (777) (237)
(Increase)/ Decrease in other financial assets (31) 2,079
Decrease/ (Increase) in trade receivables (359) 17
Decrease/ (Increase) in fixed deposits with maturity more than 3 months 587 (102)
Decrease/ (Increase) in other non-financial assets 56 187
Total changes in working capital (1,150) 1,309
Cash generated from operations (270) 2,041
Taxes paid, net of refunds
Net cash generated/(used) from operating activities (A)
(157)
(427)
(367)
1,674
Cash flow from investing activities:
Purchase of property, plant and equipments including capital work-in-progress 23 (88)
Purchase of Investments (551)
10
(2, 565)
Proceeds form sale / redemption of investments
Interest income
138 95
Dividend received 10
Net cash generated/(used) from in investing activities (B) (370) (2,558)
Cash flow from financing activities:
Borrowings repaid during the year (6) (5)
Interest paid (12) (20)
Payment of Dividend to shareholders (1, 193)
Net cash generated/(used) in financing activities (C) (1,211) (25)

Regd. Office: 1109/1110, Maker Chambers V, Nariman Point, Mumbai 400021 (CIN: L67120MH1982PLC026724) Tel: +91-22-61842525 Fax: +91-22-24970777 Website: www.primesec.com Email: [email protected]

CONSOLIDATED STATEMENT OF CASH FLOW FOR THE PERIOD ENDED SEPTEMBER 30, 2021

DLI TLINIDLIN 901 2021
(Rs. in Lakhs, unless otherwise stated)
Particulars Period ended Period ended
$30-Sep-21$ $30-Sep-20$
Net increase / (decrease) in cash and cash equivalents $(A+B+C)$ (2,008) (909)
Cash and cash equivalents at the beginning of the year 2.301 990
Cash and cash equivalents at the end of the year 293 81
Total (2,008) (909)
Notes:
1) Cash and cash equivalents comprise of
Cash on hand
Balances with banks
In current account 292 80
Demand deposits (less than 3 months maturity)
Cash and cash equivalents at the end of the year 293 81

Notes:

The above Statement of Cash Flows has been prepared under indirect method as set out in Ind AS 7, 'Statement of Cash Flows', as specified under section 133 of the Companies Act, 2013 read with the Companies (Indian Accounting Standard) Rules, 2015 (as amended).

Consolidated Notes:

  • The above consolidated financial results have been prepared in accordance with the recognition and measurement principles laid $\mathbf{1}$ down in Indian Accounting Standard 34, Interim Financial Reporting (Tnd AS 34'), prescribed under Section 133 of the Companies Act, 2013 read with the relevant rules issued thereunder and other accounting principles generally accepted in India. The consolidated financial results were reviewed by Audit Committee and approved by the Board of Directors at its Meeting held on November 9, 2021. The results for the quarter and half ended September 30, 2021 were subjected to limited review by the statutory auditors of the company.
  • The Consolidated financial results include the reviewed financial results of the wholly-owned subsidiaries Prime Research $\&$ 2 Advisory Limited and Prime Funds Management Limited.
  • Amid continued COVID-19 pandemic and gradual phase out of restrictions, economic activities have started returning to normal. $\overline{3}$ Employees of the Group continue to work from home. The Company believes that it has taken into account all possible impact of known events arising out of COVID 19 pandemic in preparation of financial results. However the impact assessment of COVID 19 is a continuing process given its nature and duration. The Company is continuously monitoring any material changes that may influence future economic conditions.
  • During the quarter and half year ended September 30, 2021, the holding company has tracked and recovered certain listed shares which had formed a part of its investments. These had been misplaced and so written-off in earlier years. These shares have since been reinstated at the average cost they were carried at. The difference between the market value of such shares on the date of reinstatement and the average cost at which they have been reinstated and related expense, has been accounted for through exceptional item as the gain that has been accounted for does not pertain to this quarter and half year ended September 30, 2021 alone. Subsequent changes in fair valuations have been shown under "Net Gain on fair value changes".
  • 5 The Board of Directors have, at their meeting held on October 13, 2021, approved the issue of upto 45,50,000 equity shares of the Holding Company to the specified investors, on a preferential basis at a price of Rs. 88.75 per equity share, subject to approval of the shareholders at their extraordinary general meeting scheduled to be held on November 10, 2021.
  • The Company has identified two business segments (i) Financial Advisory & Intermediation services and (ii) Brokerage from 6 financial product distribution business as per Ind-AS 108. However, the segment "Brokerage from distribution business of financial products" does not exceed the quantitative thresholds as prescribed by paragraph 13 of Ind-AS 108. Hence, the entity has not reported separate information for each operating segment.
  • The amounts reflected as "0" in the Financial Information are values with less than rupees one lakh. $\overline{7}$
  • Previous quarter, half year and year ended figures have been regrouped / reclassified, wherever necessary, to confirm to the current quarter presentation.

For Prime Securities Limited

JAYAKUMAR NARAYANSWAML

Mumbai November 9, 2021

N. Jayakumar Managing Director & Group CEO

Walker Chandiok & Co LLP

11th Floor, Tower II, One International Center, S B Marg, Prabhadevi (W), Mumbai - 400013 Maharashtra, India T +91 22 6626 2699 F +91 22 6626 2601

Independent Financial Results of Prime Securities Limited Pursuant to Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

To the Board of Directors of Prime Securities Limited

    1. We have reviewed the accompanying statement of standalone unaudited financial results of Prime Securities Limited for the quarter ended 30 September 2021 and the year to date results for the period 01 April 2021 to 30 September 2021 being submitted by the Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended), including relevant circulars issued by the SEBI from time to time.
    1. The Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34, Interim Financi and other accounting principles generally accepted in India and is in compliance with the presentation and disclosure requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended), including relevant circulars issued by the SEBI from time to time. 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 the Standards on Auditing specified under section 143(10) of the Act, 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. 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 Ind AS 34, prescribed under Section 133 of the Act, and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in accordance with the requirements 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.

Page 1 of 2

Chartered Accountants

Offices in Bengaluru, Chandigarh, Chennai, Gurugram, Hyderabad, Kochi, Kolkata, Mumbai, New Delhi, Noida and Pune

Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India

Prime Securities Limited Independent Financial Results of Prime Securities Limited Pursuant to Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

    1. We draw attention to Note 3 to the accompanying standalone financial results, which states that pursuant to the Company transferor companies have been merged with the Company and such merger transaction has been accounted for as per the accounting prescribed under the scheme which is in line with the accounting principles given under Appendix C to Ind AS 103 applicable to common control business combinations. Accordingly, the comparative financial information for year ended 31 March 2021 and quarter and half year ended 30 September 2020 have been adjusted to reflect the aforesaid merger, as described in aforesaid note. Our conclusion is not modified in respect of this matter.
    1. The comparative financial information of PIL for the quarter and half year ended 30 September 2020, included in the accompanying Statement, are based on the financial results of such transferor company reviewed by another firm of Chartered Accountants, M/s Gandhi & Associates LLP, whose report dated 04 November 2020, expressed an unmodified conclusion, on those financial results.
    1. The comparative financial information of PCBIL for the quarter and half year ended 30 September 2020, included in the accompanying Statement, are based on the financial results of such transferor company reviewed by another firm of Chartered Accountants, Arun Bedekar & Co, whose report dated 04 November 2020, expressed an unmodified conclusion, on those financial results.

The adjustments made to the accompanying financial results for the year ended 31 March 2021 and quarter and half year ended September 2021 to give effect to the scheme of merger as described in paragraph 5 above have been audited and reviewed by us, respectively. Our conclusion is not modified in respect of these matters.

For Walker Chandiok & Co LLP

Chartered Accountants Firm Registration No:001076N/N500013

Murad D. Daruwalla Partner Membership No:043334

UDIN:21043334AAAAVB8804

Place: Mumbai Date: 09 November 2021

Page 2 of 2

Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2085 and has its registered office at L-41, Connaught Circus, Outer Circle, New Delhi, 110001, India

Chartered Accountants

Regd. Office: 1109/1110, Maker Chambers V, Nariman Point, Mumbai 400021 (CIN: L67120MH1982PLC026724) Tel: +91-22-61842525 Fax: +91-22-24970777 Website: www.primesec.com Email: [email protected]

STATEMENT OF STANDALONE FINANCIAL RESULTS FOR THE QUARTER & HALF YEAR ENDED SEPTEMBER 30, 2021

(Rs. in Lakhs, unless otherwise stated)

Particulars Quarter ended Half year ended Year ended
30-Sep-21
(Unaudited)
30-Jun-21
(Unaudited)
30-Sep-20
(Unaudited)
30-Sep-21
(Unaudited)
30-Sep-20
(Unaudited)
31-Mar-21
(Audited)
I Revenue from Operations
Interest income
i)
ii)
Dividend income
iii) Fee and commission income
Net gain on fair value changes
iv)
Gain on sale / redemption of investments
V)
(net)
43
9
1,030
81
4
43
543
4
29
775
29
12
86
10
1,573
64
8
56
1,285
45
25
135
2,794
43
23
$\mathbf{I}$ Revenue from operations
Other Income
1,167
8
591
4
845 1,741
12
1,411 2,995
Total income (I+II)
Expenses
Finance cost
i)
Fee and commission expense
$\mathbf{ii}$
iii) Net loss on fair value changes
Impairment on financial instruments
iv)
Employee benefit expenses
V)
vi) Depreciation and amortisation expense
vii) Other expenses
1,175
5
1
227
20
151
595
5
20
17
231
19
72
845
9
65
44
235
19
72
1,753
10
21
458
39
223
1,411
15
84
101
476
37
185
2,997
26
286
178
1,259
77
344
IV Total expenses 404 364 444 751 898 2,170
$\boldsymbol{\mathrm{V}}$ Profit / (loss) before exceptional items and
tax (III-IV)
771 231 401 1,002 513 827
VI Exceptional items (net) (Refer note 4) $\mathbf{2}$ 274 276
VII Profit / (loss) before tax $(V) + (VI)$
VIII Tax expenses / (credits)
Current tax
Deferred tax charge / (credit)
773
124
7
505
39
30
401
67
1,278
163
37
513
84
33
827
138
27
IX Profit / (loss) after tax (VII-VIII) 642 436 334 1,078 396 662
$\mathbf X$ Other comprehensive income / (loss)
Items that will not be reclassified to
$a)$ I)
profit or loss
(a) Remeasurement of defined
employee benefit plans
(b) Remeasurement gain/ (loss) on fair
valuation of investments in equity
instruments
II) Income tax relating to items that will
not be reclassified to profit or loss
(9)
64
(4)
(16) (5) (25)
64
0
(1)
0
$\left(1\right)$
Items that will be reclassified to profit
b)
D)
or loss
II) Income tax relating to items that will
be reclassified to profit or loss
۰ ۰
۰
XI Other comprehensive income / (loss) $(a+b)$
Total comprehensive income / (loss) for the
51
693
(12)
424
(4)
330
39
1,117
(1)
395
3
665
$XII$ i) quarter / year $(IX + X)$
Paid-up equity share capital (face value
Rs. 5 each)
ii) Other equity
1,326 1,326 1,326 1,326 1,326 1,326
3,878
XIII Earning / (loss) per equity share
(Rs. not annualised for the quarters and
period ended)
Basic (amount in Rs.)
Diluted (amount in Rs.)
2.42
2.25
1.65
1.57
1.26
1.23
4.07
3.78
1.49
1.46
2.50
2.43

Regd. Office: 1109/1110, Maker Chambers V, Nariman Point, Mumbai 400021 (CIN: L67120MH1982PLC026724) Tel: +91-22-61842525 Fax: +91-22-24970777 Website: www.primesec.com Email: [email protected]

STANDALONE STATEMENT OF ASSETS & LIABILITIES $\sqrt{D}$ in Lakhe

(Rs. in Lakhs, unless otherwise stated)
Particulars As at
30-Sep-21
(Unaudited)
As at
31-Mar-21
(Audited)
ASSETS
I. Financial assets
Cash and cash equivalents
a)
212 2,084
Bank balance other than (a) above
b)
1,163 1,453
Receivables
$\mathbf{c}$
(i) Trade receivables 431 78
(ii) Other receivables 393 393
Loans
d)
62
Investments
e)
3,203 2,133
Other financial assets
f)
93 76
5,495 6,279
II. Non-financial assets
a) Current tax assets (net) 760 787
b) Deferred tax assets (net) 16
193
52
192
c) Property, plant and equipment
Other intangible assets
d)
$\Omega$ 1
Other non-financial assets
e)
40 63
1,009 1,095
TOTAL ASSETS 6,504 7,374
LIABILITIES AND EQUITY
II. Financial liabilities
a) Payables
(i) Trade payables
- Total outstanding dues of micro enterprises and small
enterprises
Total outstanding dues of creditors other than micro
enterprises and small enterprises
19 227
b) Borrowings 293 17
Other financial liabilities
$\mathbf{c}$
248 196
560 440
II. Non-financial liabilities
a) Provisions 143 418
b) Other non-financial liabilities 563 1,312
706 1,730
III. Equity
a) Equity share capital 1,326 1,326
b) Other equity 3,912 3,878
TOTAL LIABILITIES AND EQUITY 5,238 5,204
6,504 7,374

Regd. Office: 1109/1110, Maker Chambers V, Nariman Point, Mumbai 400021 (CIN: L67120MH1982PLC026724) Tel: +91-22-61842525 Fax: +91-22-24970777 Website: www.primesec.com Email: [email protected]

STANDALONE STATEMENT OF CASH FLOW FOR THE PERIOD ENDED SEPTEMBER

30, 2021

(Rs. in Lakhs, unless otherwise stated)
Particulars Period ended Period ended
30-Sep-21 30-Sep-20
Cash flow from operating activities:
Profit before tax 1,278 513
Adjustments for:
Depreciation and amortisation expense 39 37
Changes in fair valuation of investment (net) (401) (45)
Gain on sale of investments (net) (8) (25)
Interest expense 10 15
Interest income on deposits (86) (56)
Dividend income (10)
Share based payment to employees 53 108
Impairment of financial assets 101
Payment of Lease rent 41 21
Operating profit before working capital changes 916 669
Adjustments for changes in working capital:
(Decrease) / Increase in provisions (300) (435)
Increase / (Decrease) in trade payables (208) 46
Increase/ (Decrease) in other financial liabilities 52 (19)
Increase/ (Decrease) in other non-financial liabilities (749) (220)
(Increase)/ Decrease in other financial assets (17) 1,266
Decrease/ (Increase) in trade receivables (353) 17
Decrease/ (Increase) in other non-financial assets 23 72
(Increase)/ Decrease in Loans 62 (25)
Decrease/ (Increase) in fixed deposits with maturity more than 3 months 290 (102)
Total changes in working capital (1,200) 600
Cash generated from operations (284) 1,269
Taxes paid, net of refunds (137) (246)
Net cash generated/(used) from operating activities (A) (421) 1,023
Cash flow from investing activities:
Purchase of property, plant and equipments including capital work-in-progress (39) (6)
Purchase of Investments (556) (1,902)
Proceeds from sale / redemption of investments 15
Interest income 86 56
Dividend received $10\,$
Net cash generated/(used) from in investing activities (B) (484) (1, 852)
Cash flow from financing activities:
Application Money against warrants
Borrowings availed during the year 277
Borrowings repaid during the year (3)
Interest paid (10) (15)
Payment of Lease rent (41) (21)
Payment of Dividend to shareholders (1, 193)
Net cash generated/(used) in financing activities (C) (967) (39)

Regd. Office: 1109/1110, Maker Chambers V, Nariman Point, Mumbai 400021 (CIN: L67120MH1982PLC026724) Tel: +91-22-61842525 Fax: +91-22-24970777 Website: www.primesec.com Email: [email protected]

STANDALONE STATEMENT OF CASH FLOW FOR THE PERIOD ENDED SEPTEMBER

30, 2021

(Rs. in Lakhs, unless otherwise stated)
Particulars Period ended Period ended
30-Sep-21 $30-Sep-20$
[Net increase / (decrease) in cash and cash equivalents $(A+B+C)$ (1, 872) (868)
Cash and cash equivalents at the beginning of the year 2,084 933
Cash and cash equivalents at the end of the year 212 65
Total (1, 872) (868)
Notes:
1) Cash and cash equivalents comprise of
Cash on hand 0
Balances with banks
In current account 212 64
Demand deposits (less than 3 months maturity)
Cash and cash equivalents at the end of the year 212 65

Notes:

The above Statement of Cash Flows has been prepared under indirect method as set out in Ind AS 7, 'Statement of Cash Flows', as specified under section 133 of the Companies Act, 2013 read with the Companies (Indian Accounting Standard) Rules, 2015 (as amended).

Standalone Notes:

  • The above standalone financial results have been prepared in accordance with the recognition and measurement principles laid down $\mathbf{1}$ in Indian Accounting Standard 34, Interim Financial Reporting ('Ind AS 34'), prescribed under Section 133 of the Companies Act, 2013 read with the relevant rules issued thereunder and other accounting principles generally accepted in India. The standalone financial results were reviewed by Audit Committee and approved by the Board of Directors at its Meeting held on November 9, 2021. The results for the quarter and half year ended September 30, 2021 were subjected to limited review by the statutory auditors of the company.
  • Amid continued COVID-19 pandemic and gradual phase out of restrictions, economic activities have started returning to normal. $\overline{2}$ Employees of the Company continue to work from home. The Company believes that it has taken into account all possible impact of known events arising out of COVID 19 pandemic in preparation of financial results. However the impact assessment of COVID 19 is a continuing process given its nature and duration. The Company is continuously monitoring any material changes that may influence future economic conditions.
  • $\overline{3}$ Pursuant to receipt of order dated May 13, 2021, from the Honourable National Company Law Tribunal, Mumbai Bench (NCLT) approving the Scheme of amalgamation of its erstwhile subsidiaries, Primesec Investment Limited (PIL) and Prime Commodities Broking (India) Limited (PCBIL), (jointly referred as the Transferor Companies), with Prime Securities Limited (PSL), (the Transferee Company) as a result of which the Transferor Companies and Transferee Company have filed Form INC-28 with ROC, which has made the Scheme effective from April 1, 2020. Amalgamation of the Transferor Companies with the Transferee Company has been accounted in the books of the Transferee Company as per Pooling of Interests Method as set out in Appendix C of Ind-AS 103 (Business Combinations of entities under common control) read with the Companies (Indian Accounting Standards) Rules, 2015. The comparative financial information in the financial results in respect of year ended March 31, 2021 and quarter and half year ended September 30, 2020, have been restated as if the business combination had occurred from the beginning of the preceding period in the financial statements i.e April 1, 2019.
  • During the quarter and half year ended September 30, 2021, the Company has tracked and recovered certain listed shares which had $\overline{4}$ formed a part of its investments. These had been misplaced and so written-off in earlier years. These shares have since been reinstated at the average cost they were carried at. The difference between the market value of such shares on the date of reinstatement and the average cost at which they have been reinstated and related expense, has been accounted for through exceptional item as the gain that has been accounted for does not pertain to this quarter and half year ended September 30, 2021 alone. Subsequent changes in fair valuations have been shown under "Net Gain on fair value changes".
  • The Board of Directors have, at their meeting held on October 13, 2021, approved the issue of upto 45,50,000 equity shares of the 5 Company to the specified investors, on a preferential basis at a price of Rs. 88.75 per equity share, subject to approval of the shareholders at their extraordinary general meeting scheduled to be held on November 10, 2021.
  • The Company has only one segment i.e. Financial Advisory & Intermediation services. There are no separate reportable segments in 6 terms of Ind AS 108.
  • $\overline{7}$ The amounts reflected as "0" in the Financial Information are values with less than rupees one lakh.
  • Previous quarter, half year and year ended figures have been regrouped / reclassified, wherever necessary, to confirm to the current quarter presentation.

For Prime Securities Limited

JAYAKUMAR NARAYANSWAMI

Mumbai November 9, 2021

N. Jayakumar Managing Director & Group CEO