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Sobha Limited Annual Report 2023

May 29, 2023

61956_rns_2023-05-29_0d0dddc2-fa27-48dd-bd6d-3409ecc95bc0.pdf

Annual Report

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Date: May 29, 2023

To To
The Deputy Manager The Manager
Department of Corporate Services The National Stock Exchange of India
BSE Limited Limited
PJ Towers, Dalal Street Exchange Plaza, Plot No C/1, G Block
Mumbai -400 001 Bandra Kurla Complex
Scrip Code: 532784 Mumbai -400 051
I Scrip Code: SOBHA

Dear Sir / Madam,

Sub: Outcome of Board Meeting held on May 29, 2023

  • A. This is to inform that the Board of the Directors of the Company, at the meeting held today, i.e. Monday, May 29, 2023, has inter alia transacted the following items of business:
      1. Approved the Audited Financial Statements (Standalone and Consolidated) for the financial year 2022-23 and Audited Financial Results for the quarter and financial year ended March 31, 2023, as recommended by the Audit Committee.
      1. Recommended a dividend of Rs. 3.00/- (30%) per equity share for the financial year ended March 31, 2023, subject to the approval ofthe members.
      1. Approved the convening of Twenty-Eight Annual General Meeting of the Company on Tuesday, August 8, 2023.
  • B. In this connection, please find enclosed herewith the Audited Financial Results (Standalone and Consolidated) for the quarter and financial year ended March 31, 2023, along with the Statutory Audit Report.
  • C. Pursuant to Regulation 33(3)(d) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended, we hereby declare that the Auditors of the Company have issued their reports with unmodified (i.e., unqualified) opinion on the Financial Statements (Standalone & Consolidated) for the year ended March 31, 2023.

The Board Meeting commenced at 02:30 PM and concluded at 04:31 P.M.

REGO & CORPORATE OFFICE 'SOBHA'. SARJAPUR - MARATHAHALLI OUTER RING ROAD. BELLANDUR POST. BANGALORE. 560103, INDIA CIN: L 4520 I KA I 995PLCO 18475 i TEL : +9 l-80-49320000 I FAX : +9180 49320444 I www.sobha.com

SOBHA LIMITED

Kindly take the aforesaid information on record in compliance of SEBI (Listing Obligations and Disclosure Requirements), Regulations 2015.

Yours sincerely,

FOR SOBHA LIMITED

VIGHNESHW AR G BHA COMPANY SECRETARY AND COMPLIANCE OFFICER MEMBERSHIP NO.: 16651

Walker Chandiok &..Co LLP

Walker Chandiok & Co LLP 5th Floor, No.65/2, Block "A", Bagmane Tridib, Bagmane Tech Park, CV Raman Nagar, Bengaluru 560093 T +91 80 4243 0700 F +91 80 4126 1228

Independent Auditor's Report on Consolidated Annual Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

To the Board of Directors of Sobha Limited

Opinion

    1. We have audited the accompanying consolidated annual financial results ('the Statement') of Sobha Limited ('the Holding Company') and its subsidiaries (the Holding Company and its subsidiaries together referred to as 'the Group'), its associate and joint venture for the year ended 31 March 2023, attached herewith, 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) ('Listing Regulations').
    1. In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of the reports of other auditors on separate audited financial statements of the subsidiaries, as referred to in paragraph 15 below, the Statement:
    • (i) includes the annual financial results of the entities listed in Annexure 1;
    • (ii) presents financial results in accordance with the requirements of Regulation 33 of the Listing Regulations; and
    • (iii) gives a true and fair view in conformity with the recognition and measurement principles laid down in the applicable Indian Accounting Standards ('Ind AS') prescribed under section 133 of the Companies Act, 2013 ('the Act') read with the Companies (Indian Accounting Standards) Rules, 2015, and other accounting principles generally accepted in India, of the consolidated net profit after tax and other comprehensive income and other financial information of the Group, its associate and joint venture, for the year ended 31 March 2023.

Basis for Opinion

  1. We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Act. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Statement section of our report. We are independent of the Group, its associate and joint venture, in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India ('the ICAI') together with the ethical requirements that are relevant to our audit of the financial results under the provisions of the Act, and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us together with the audit vidence obtained by the other auditors in terms of their reports referred to in paragraph 15 of the Other Matter .-"""'-=-.. **i;,\t>.N ~~** · below, is sufficient and appropriate to provide a basis for our opinion. ~ <fC'. ~ 0

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

Walker Chandiok &.Co LLP

Emphasis of Matters

  1. We draw attention to Note 9 to the accompanying Statement, that explains that during the previous years, the Holding Company had entered into a joint development agreement ('JOA') in which the counter party, i.e., land owners had obtained a license for setting up a residential township on land parcels. The license is based on the Bilateral Agreement which was entered into between the land owners and District Town and Country Planner (DTCP), Haryana and is governed under the development policy of Haryana Development and Regulation of Urban Areas Act, 1975 (HDRUAA).

In respect of this transaction, the Enforcement Directorate ('ED') after due investigation has filed a complaint with Adjudicating Authority, Prevention of Money Laundering ('AA-PML'), alleging certain irregularities in the manner of allotment and pricing of certain plots under this project by the Holding Company, with respect to the terms and conditions of the license and HDRUAA regulations and also non-payment of concerned charges pursuant to the change in beneficial interest, resulting in provisional attachment under the Prevention of Money Laundering Act, 2002 ('PMLA') of land parcels with value of~ 2,016 million held by Technobuild Developers Private Limited (TDPL) over which the Holding Company has absolute rights through a Memorandum of Understanding entered with TDPL as explained in the said note.

During the current quarter, the Holding Company is in receipt of a Show Cause Notice (SCN) under the PMLA from AA-PML and the Holding Company has duly filed detailed response to the allegations made in SCN and the Holding Company is yet to receive the response from AA-PML. The management, based on its overall assessment and independent legal opinion obtained, believes that these transactions have been carried out in accordance with all the applicable laws and regulations and the said bilateral agreement. Pending outcome of the ongoing regulatory proceedings including the duration of such proceedings and recoverability of land advance given against such provisionally attached~ 2,016 million land parcels is presently uncertain.

Our opinion is not modified in respect of this matter.

  1. We draw attention to Note 11 to the accompanying Statement, which describes the restatements made to the comparative financial information for the quarter ended 31 March 2022, as at and for the year ended 31 March 2022 and as at 1 April 2021 , in accordance with the principles of Ind AS 8 Accounting Policies, Changes in Accounting Estimates and Errors, for correction of certain identified material prior period errors, which are further described in the aforesaid note.

Our opinion is not modified in respect of this matter.

  1. We draw attention to Note 13 to the accompanying Statement, regarding the search operation carried out by the Income Tax Department at various business premises of the Holding Company and certain other group companies during March 2023. As the Holding Company and certain other group companies have not received any communication on the findings of the investigation by the Income Tax department till date, the impact of this matter on the consolidated financial results for the year ended 31 March 2023 and the adjustments (if any) required to the accompanying Statement, is presently not ascertainable.

Our opinion is not modified in respect of this matter.

Walker Chandiok &.Co LLP

Responsibilities of Management and Those Charged with Governance for the Statement

    1. The Statement, which is the responsibility of the Holding Company's management and has been approved by the Holding Company's Board of Directors, has been prepared on the basis of the consolidated annual financial statements. The Holding Company's Board of Directors is responsible for the preparation and presentation of the Statement that gives a true and fair view of the consolidated net profit or loss and other comprehensive income, and other financial information of the Group including its associate and joint venture in accordance with the Ind AS prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. The Holding Company's Board of Directors is also responsible for ensuring accuracy of records including financial information considered necessary for the preparation of the Statement. Further, in terms of the provisions of the Act, the respective Board of Directors/ management of the companies included in the Group and its associate and joint venture, covered under the Act, are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act, for safeguarding of the assets of the Group, and its associate and joint venture, and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively, for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial results, that give a true and fair view and are free from material misstatement, whether due to fraud or error. These financial results have been used for the purpose of preparation of the Statement by the Directors of the Holding Company, as aforesaid.
    1. In preparing the Statement, the respective Board of Directors/ management of the companies included in the Group and of its associate and joint venture, are responsible for assessing the ability of the Group and of its associate and joint venture, to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting, unless the respective Board of Directors/ management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
    1. The respective Board of Directors/ management of the companies included in the Group and of its associate and joint venture, are responsible for overseeing the financial reporting process of the companies included in the Group and of its associate and joint venture.

Auditor's Responsibilities for the Audit of the Statement

    1. Our objectives are to obtain reasonable assurance about whether the Statement as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with Standards on Auditing specified under section 143(10) of the Act will always detect a material misstatement, when it exists. Misstatements can arise from fraud or error, and are considered material if, individually, or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this Statement.
    1. As part of an audit in accordance with the Standards on Auditing specified under section 143(10) of the Act, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
    • Identify and assess the risks of material misstatement of the Statement, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery , intentional omissions, misrepresentations, or the override of internal control.
    • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3) (i) of the Act, we are also responsible for expressing our opinion on whether the Holding Company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.
    • Evaluate the appropriateness of accounting policies used and ~,--,-,...--.......... and related disclosures made by the Board of Directors. ,,.; ess of accounting estimates

Walker Chandiok &..Co LLP

  • Conclude on the appropriateness of Board of Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group and its associate and joint venture, to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the Statement or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group and its associate and joint venture to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the Statement, including the disclosures, and whether the Statement represents the underlying transactions and events in a manner that achieves fair presentation.
  • Obtain sufficient appropriate audit evidence regarding the financial statements/financial information of the entities within the Group, and its associate and joint venture, to express an opinion on the Statement. We are responsible for the direction, supervision and performance of the audit of financial information of such entities included in the Statement, of which we are the independent auditors. For the other entities included in the Statement, which have been audited by the other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.
    1. We communicate with those charged with governance of the Holding Company regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
    1. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
    1. We also performed procedures in accordance with SEBI Circular CIR/CFD/CMD1/44/2019 dated 29 March 2019, issued by the SEBI under Regulation 33 (8) of the Listing Regulations, to the extent applicable.

Other Matters

  1. We did not audit the annual financial statements of 18 subsidiaries included in the Statement, whose financial information reflects total assets of~ 10,140 million as at 31 March 2023, total revenues of~ 1,047 million, total net profit after tax of ~ 181 million total comprehensive income of ~ 195 million, and cash flows (net) of ~26 million for the year ended on that date, as considered in the Statement. These annual financial statements have been audited by other auditors whose audit reports have been furnished to us by the management, and our opinion in so far as it relates to the amounts and disclosures included in respect of these subsidiaries is based solely on the audit reports of such other auditors, and the procedures performed by us as stated in paragraph 14 above.

Our opinion 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.

  1. The Statement also includes the Group's share of net profit after tax of~ Nii, and total comprehensive income of ~Nil for the year ended 31 March 2023, in respect of 1 associate and 1 joint venture, based on their annual financial information, which have not been audited by their auditors. These financial information have been furnished to us by the Holding Company's management. Our opinion, in so far as it relates to the amounts and disclosures included in respect of aforesaid associate and joint ventures, is based solely on such unaudited financial information. In our opinion, and according to the information and explanations given to us by the management, these financial information are not material to the Group.

Our opinion is not modified in respect of this with respect to our reliance on the financial information results certified by the Board of Directors.

Walker Chandiok&..Co LLP

    1. The Statement includes the consolidated financial results for the quarter ended 31 March 2023, being the balancing figures between the audited consolidated figures in respect of the full financial year and the published unaudited year-to-date consolidated figures up to the third quarter of the current financial year, which were subject to limited review by us.
    1. The audit of consolidated financial results for the corresponding quarter and year ended 31 March 2023 included in the Statement was carried out and reported by B S R & Co. LLP who have expressed unmodified opinion vide their audit report dated 20 May 2022, whose reports have been furnished to us and which have been relied upon by us for the purpose of our audit of the Statement.

Our opinion is not modified in respect of this matter.

For Walker Chandiok & Co LLP Chartered c untants Firm Re · tr ion No.: 001076N/N500013

Manish Agrawal Partner Membership No. 507000 UDIN: 23507000BGYESM8673

Bengaluru 29 May 2023

Walker Chandiok &_Co LLP

Annexure 1

List of entities included in the Statement (in addition to the Holding Company)

s.No. Name of the Company/Entity Relationship
1 Sabha City Subsidiary
2 Sabha Highrise Ventures Private Limited Subsidiary
3 Sabha Developers (Pune) Limited Subsidiary
4 Sabha Assets Private Limited Subsidiary
5 Sabha Tambaram Developers Limited Subsidiary
6 Sabha Nandambakkam Developers Limited Subsidiary
7 Sabha Construction Products Private Limited Subsidiary
8 Vayaloor Properties Private Limited Step-down subsidiary
9 Vayaloor Builders Private Limited Step-down subsidiary
10 Vavaloor Developers Private Limited Step-down subsidiary
11 Vavaloor Real Estate Private Limited Step-down subsidiary
12 Vayaloor Realtors Private Limited Step-down subsidiary
13 Valasai Vettikadu Realtors Private Limited Step-down subsidiary
14 Sabha Contracting Private Limited Step-down subsidiary
15 Kilai Builders Private Limited Step-down subsidiary
16 Kuthavakkam Builders Private Limited Step-down subsidiary
17 Kuthavakkam Realtors Private Limited Step-down subsidiary
18 Sabha Interiors Private Limited Step-down subsidiary
19 Kondhwa Projects LLP Joint Venture
20 CVS Tech Park Private Limited Associate

SOBHA LIMITED

Corporate Identity Number CCIN) : L45201KA1995PLC018475

Regd. Office: 'SOBHA', Sarjapur - Marathahalli Outer Ring Road (ORR), Devarabisanahalli, Bellandur Post, Bengaluru- 560 103

Ph: +91-80-49320000 Fax: +91-80-49320444 Email: [email protected]

Website: www.sobha.com

(i!' in million)
Particulars 3. months ended31.03.2023[Refer note 4) Preceding 3months ended31.12-2022[Unaudited] Corresponding 3months ended31.03.2022 C*)[Refer note 4) Year ended31.03.2023[Audited] Year ended31.03.2022C*)[Audited]
1 Income
(a) Revenue from operations 12,099 8,682 7,103 33,101 25,613
(b) Other income 302 298 334 923 840
Total income 12,401 8,980 7,437 34,024 26,453
2 Expenses
(a) Land purchase cost(b) Cost of materials consumed 4,464 5,318 1,273 10,5283,660 2,072
(c) Purchase of project materials 1,1293,454 9742,210 6991,430 9,555 1,9825,195
(d) Changes in purchase of project materials, land stock, work inprogress and finished goods (2,689) (5,195) (824) (11,013) (1,533)
(e) Sub-contractor cost 2,052 2,404 1: 917 8,292 6,413
(f) Employee benefits expense 791 745 652 2,945 2,512
(g) Finance costs 611 660 683 2,490 3,083
(h) Depreciation and amortisation expense 178 175 179 678 719
(i) Other expenses 1,742 1,338 1,180 5,440 3,644
Total expenses 11,732 8,629 7,189 32,575 24,087
3 Profit before tax and share of profit/Closs) in associate/jointventure Cl-2) 669 351 248 1,449 2,366
4 Share of profit / (loss) in associate/ joint venture - - - -
5 Profit before tax C3+4) 669 351 248 1,449 2,366
6 Tax expense
(a) Current tax 236 43 107 374 611
(b) Deferred tax (credit)/ charge (53) (10) (1) 33 23
Total tax expense 183 33 106 407 634
7 Profit for the period/year C5-6) 486 318 142 1,042 1,732
8 Other comprehensive income
Items that will not be reclassified to profit or loss in subsequent periods:Re-measurement (losses)/ gains on defined benefit plan""
Deferred tax credit/ (charge)"" (20) 0 12(3) (53) (12)
Total other comprehensive income/Closs), net of tax 5(15) 00 9 13(40) 3(9)
9 Total comprehensive income for the period / year (7 +8) 471 318 151 1,002 1,723
Profit attributable to:
OwnersNon-controlling interests 486- 318- 142- 1,042- 1,732-
Other comprehensive income attributable to:
Owners AANon-controlling interests (15)- 0- 9 (40)- (9)-
Total comprehensive income attributable to:
Owners 471 318 151 1,002 1,723
Non-controlling interests - - - - -
10 Paid-up equity share capital(Face value per share - i!' 10) 948 948 948 948 948
11 Other equity 23,999 23,281
12 Earnings per share (EPS) - (in i!')
5.13 3.35 1.50 10.99 18.27

( *) refer note 11

(" ") certain amounts that are required to be disclosed and do not appear due to rounding off are disclosed as 'O'

SOBHA LIMITED Corporate Identity Number (CIN) : l45201KA1995PLC018475

Regd. Office: 'SOBHA', Sarjapur - Marathahalli Outer Ring Road (ORR), Devarabisanahalli, Bellandur Post, Bengaluru- 560 103 Ph : +91-80-49320000 Fax: +91-80-49320444 Email: [email protected]

Website: www.sobha.com

Statement of consolidated audited financial results for the quarter and year ended 31 March 2023

Notes:

(1) Toe Consolidated Balance Sheet is as below:

Particulars [Audited] As at 31.03.2023 As at 31.03.2022(*)[Audited] (fin million)As at1 April 2021(*)[Audited]
A Assets
1 Non- current assets
Property, plant and equipment 4,130 4,111 4,488
Investment property 4,519 3,962 3,956
Investment property under construction 68 65 701
Intangible assets 174 227 232
Intangible asset under development 18 -
Right of use assets 103 153 189
Investments accounted for using the equity method 1,149 1,149 1,143
Financial assets
(i) Trade receivables 795 655 521
(ii) Other financial assets 383 1,293 1,267
Tax assets (net) 217 116 97
Deferred tax assets (net) 97 130 152
Other assets 9,298 3,702 4,543
20,951 15,563 17,289
2 Current assets
Inventories 87,610 76,516 74,984
Financial assets
(i) Trade receivables 1,580 3,505 1,937
(ii) Cash and cash equivalents 2,794 1,391 1,637
(iii) Bank balance other than (ii) above 1,720 392 404
(iv) Loans 9 11 -
(v) Other financial assets 4,712 4,893 5,802
Other assets 6,381 12,911 12,969
104,806 99,619 97,733
Total assets 125,757 115,182 115,022
B Equity and liabilities
1 Equity
Equity share capital 948 948 948
Other equity 23,999 23,281 21,890
Equity attributable to owners of the Holding Company 24,947 24,229 22,838
Non - controlling interest - - -
Total equity 24,947 24,229 22,838
2 Non-current liabilities
Financial liabilities
(i) Borrowings 6,135 3,648 3,504
(ii) Lease liabilities 205 203 218
Provisions 229 175 151
6,569 4,026 3,873
3 Current liabilities
Financial liabilities
(i) Borrowings 13,901 21,389 26,816
(ii) Lease liabilities 28 51 61
(iii) Trade payables
(A) Total outstanding dues of micro enterprises and small
enterprises; and - - -
(B) Total outstanding dues of creditors other than micro
enterprises and small enterprises 5,987 4,470 4,987
(iv) Other financial liabilities 8,970 7,457 7,579
Other liabilities 65,152 53,202 48,642
Provisions 203 155 139
Tax liabilities (net) - 203 87
94,241 86,927 88 311
100,810 90,953 92,184
Total liabilities

(*) refer note 11

,..

SOBHA LIMITED Corporate Identity Number (CIN) : L45201KA1995PLC018475

Regd. Office: 'SOBHA', Sarjapur - Marathahalli Outer Ring Road (ORR), Devarabisanahalli, Bellandur Post, Bengaluru- 560 103

Ph: +91-80-49320000 Fax: +91-80-49320444 Email: [email protected]

Website: www.sobha.com

Statement of consolidated audited financial results for the quarter and year ended 31 March 2023

(2) The consolidated statement of cash flows is as below:

(fin million)
Particulars Year ended31.03.2023[Audited] Year ended31.03.2022(*)[Audited]
A. Cash flows from operating activities
Profit before tax 1,449 2,366
Adjustments to reconcile profit before tax to nef cash flows from operating activities
Depreciation and amortization 678 719
Gain on sale of property, plant and equipment and Investment property (1) (354)
Finance costs (including fair value change in financial instruments) 2,490 3,083
Finance income (including fair value change in financial instruments) (344) (287)
Impairment of property, plant and equipment 59 -
Allowance for credit loss 314 43
Bad debts written off - 4
Provision for land advances 168 -
Other advances written off 61 -
Liabilities written back (328) (6)
Operating profit before working capital changesWorking capital adjustments 4,546 5,568
Changes in trade receivables 1,471 (1,749)
Changes in inventories (11,094) (1,532)
Changes in other current and non-current financial assets 1,098 1,281
Changes in other current and non-current assets 767 1,152
Changes in trade payables 1,845 (517)
Changes in provisions 102 39
Changes in other current financial liabilities 1,513 (121)
Changes in other current liabilities 11,933 4,659
Cash generated from operating activities 12,181 8,780
Income tax paid (net of refund) (679) (515)
Net cash flows from operating activities (A) 11,502 8,265
B. Cash flow from investing activities
Purchase of property, plant and equipment, investment property and intangible assets (1,234) (200)
Proceeds from sale of property, plant and equipment and investment property 68 661
Investments in fixed deposits (net) (1,327) (103)
Investment in mutual funds - (6)
Interest income 124 30
Net cash flows (used in)/from investing activities (B) (2,368) 382
C. Cash flow from financing activities
Repayments from current borrowings (net) (6,439) (9,163)
Proceeds from non-current borrowings 2,724 4,094
Repayment of non-current borrowings (1,404) (497)
Repayment of lease liabilities (79) (79)
Interest paid (2,247) (2,916)
Dividend paid on equity shares (285) (332)
Net cash flows used in financing activities (C) (7,730) (8,893)
Net increase/ (decrease) in cash and cash equivalents (A+B+C) 1,403 (247)
Cash and cash equivalents at the beginning of the year 1,391 1,637
Cash and cash equivalents at the end of the year 2,794 1,391
Less: Book overdraft from scheduled banks (1,026) (290)
Net Cash and cash equivalents at the end of the vear 1,768 1,101

(*) refer note 11

(3) The Consolidated Statement of Cash Flows has been prepared under the "Indirect Method" as set out in the Indian Accounting Standard (Ind AS-7) Statement of Cash Flow.

(4) The consolidated audited financial results of Sobha Limited ('the Holding Company') and its subsidiaries (the Holding Company, along with its subsidiaries referred to as 'the Group') and its associate and joint venture for the quarter and year ended 31 March 2023 have been prepared in accordance with the recognition and measurement principles laid down in the applicable Indian Accounting Standards (Ind AS) as prescribed under Section 133 of the Companies Act, 2013 ('The Act') read with relevant rules thereunder and in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. These consolidated audited financial results have been reviewed and recommended by the Audit Committee and approved by the Board of Directors at their meeting held on 29 May 2023.

The figures for the quarter ended 31 March 2023 and 31 March 2022 are the balancing figures between the audited figures in respect of the full financial years and the published unaudited year to date figures upto third quarter of the respective financial years. Also the figures upto the end of the third quarter were only reviewed and not subject to audit.

(5) The Statutory auditors of the Holding Company have carried out audit as required under Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 of the above consolidated audited financial results for the year ended 31 March 2023 and have issued an unmodified audit report.

(6) The quarter and year ended financial results are available on the Company's website www.sobha.com and on the website of BSE Limited (www.bseindia.com) and The National Stock Exchange of India Limited (www.nseindia.com).

SOBHA LIMITED

Corporate Identity Number (CIN) : L45201KA1995PLC018475

Regd. Office: 'SOBHA', Sarjapur - Marathahalli Outer Ring Road (ORR), Devarabisanahalli, Bellandur Post, Bengaluru- 560 103

Ph: +91-80-49320000 Fax: +91-80-49320444 Email: [email protected]

Website: www.sobha.com

Statement of consolidated audited financial results for the quarter and year ended 31 March 2023

(7) Consolidated segment wise revenue, results, segment assets and liabilities

Based on the "management approach" as defined in Ind AS 108 - Operating Segments, the Chief Operating Decision Maker (CODM) evaluates the Group's performance and allocates resources based on an analysis of various performance indicators by business segments. Accordingly, information has been presented along these business segments viz., Real estate and Contractual and manufacturing business. Details of consolidated segment-wise revenue, results, assets and liabilities is given below:

(fin million)
Particulars 3 months ended31.03.2023[Refer note 4) Preceding 3months ended31.12.2022[Unaudited) Corresponding 3months ended31.03.2022 (*)[Refer note 4) Year ended31.03.2023[Audited] Year ended31.03.2022(*)[Audited)
I Segment revenue
Real estate 9,595 6,774 5,229 25,372 18,514
Contractual and manufacturing 2,888 2,328 2,103 9,331 7,891
Total 12,483 9,102 7,332 34,703 26,405
Less: Inter segment revenues (384) (420) (229) (1,602) (792)
Net revenue from operations 12,099 8,682 7,103 33,101 25,613
II Segment results
Real estate 1,756 1,456 1,465 5,872 7,587
Contractual and manufacturing (79) (88) (58) (45) (119)
Profit before other adjustments 1,677 1,368 1,407 5,827 7,468
Less: Finance cost (611) (660) (683) (2,490) (3,083)
Less: Other unallocable expenditure (652) (604) (764) (2,529) (2,602)
Add: Unallocable finance and other income 255 247 288 641 583
Profit before tax 669 351 248 1,449 2,366
III Segment assets(#)
Real estate 104,150 98,565 93,004 104,150 93,004
Contractual and manufacturing 6,519 6,985 7,879 6,519 7,879
Unallocated assets 15,088 18,045 14,299 15,088 14,299
Total assets 125,757 123,595 115,182 125,757 115,182
IV Segment liabilities(#)
Real estate 67,876 65,447 51,844 67,876 51,844
Contractual and manufacturing 6,239 6,530 6,373 6,239 6,373
Unallocated liabilities 26,695 27,143 ,32,736 26,695 32,736
Total liabilities 100,810 99,120 90,953 100,810 90,953

(*) refer note 11

(#) Capital employed= Segment assets - Segment liabilities

(8) The figures of audited standalone financial results are as follow: (fin million)

Particulars 3 months ended31.03.2023[ Refer note 4) Preceding 3months ended31.12.2022[Unaudited) Corresponding 3months ended31.03.2022 (*)[Refer note 4) Year ended31.03.2023[Audited) Year ended31.03.2022(*)[Audited]
Total income 12,525 9,190 7,473 34,259 26,352
Profit before tax 626 421 276 1,317 2,310
Profit for the period/ year 440 366 167 953 1,690

(*) refer note 11

SOBHA LIMITED

Corporate Identity Number (CIN) : L45201KA1995PLC018475

Regd. Office: 'SOBHA', Sarjapur - Marathahalli Outer Ring Road (ORR), Devarabisanahalli, Bellandur Post, Bengaluru- 560 103

Ph: +91-80-49320000 Fax: +91-80-49320444 Email: [email protected] Website: www.sobha.com

Statement of consolidated audited financial results for the quarter and year ended 31 March 2023

(9) The Holding Company had entered into a Joint Development Arrangement with certain land owners in Gurugram, Haryana, in earlier years. In respect of this transaction, the Enforcement Directorate CED') after due investigation has filed a complaint with Adjudicating Authority, Prevention of Money Laundering CAA-PML '), alleging certain irregularities in respect of the manner of allotment and pricing of certain plots under this project or payment of applicable fees and charges by the Holding Company or the landowners, with respect to the terms and conditions mentioned in the development policy of Haryana Development and Regulation of Urban Areas Act (HDRUAA), 1975 and the bilateral agreement between the land owners and Directorate of Town and Country Planning, Haryana (DTCP) resulting in provisional attachment under the Prevention of Money Laundering Act, 2002 CPMLA') of land parcels with value of~ 2,016 million disclosed under "Other non-current assets" in the accompanying statement, held by Technobuild Developers Private Limited CTDPL'). The Holding Company has entered into a Memorandum of Understanding CMoU') with TDPL for acquiring land parcels using advances extended by the Holding Company. As per the MoU, TDPL and its affiliates cannot transfer land parcels without prior approval of the Holding Company and the Holding Company has absolute rights over land parcels acquired by mPL and its affiliates acquired from such advance given by the Holding Company.

As part of the inquiry process, the Holding Company and its officers have been asked to provide contracts, documents and justification in respect of this transaction by the concerned authorities. The Holding Company and its officers have been responding to the queries raised / documents sought from time to time. During the current quarter, the Holding Company is in receipt of Show Cause Notice (SCN) under the PMLA from AA-PML and the Holding Company has duly filed detailed responses to allegations made in SCN and the Holding Company is yet to receive the response from AA-PML.

The management, based on its overall assessment and independent legal opinion obtained, believes that these transactions have been carried out in accordance with all the applicable laws and regulations and the said bilateral agreement and has not identified any adverse material impact to the financial results as at 31 March 2023 or for earlier periods including the recoverability of land advance given against such provisionally attached ~ 2,0 16 million land parcels held through TDPL.

  • (10) During the previous quarter, one of the customers of Sabha Assets Private Limited (SAPL), a wholly owned subsidiary of the Holding Company has terminated a project development contract entered by it and demanded compensation of ~ 2,956 million in addition to forfeiture of ~ 227 million performance guarantee and ~ 26 million of deposits alleging that SAPL has not commenced the contract work. The carrying value of aforesaid project related assets/receivables as at 31 March 2023 is ~-354 million. SAPL has filed petition with the court of jurisdiction challenging the temnination and its grounds, and also filed a counter claim from the customer towards business loss and other receivables. The Holding company based on its overall assessment and independent legal opinion, believes that the aforesaid temnination is illegal and will not have any adverse impact to the financial results and accordingly no provision has been made.
  • (11) The financial infomnation for the previous reporting periods were restated for correction of certain items in accordance with Ind AS 8, Accounting Policies, Changes in Accounting Estimates and Errors which are described in more detailed as below:

(i) The Group had accrued for notional interest on advance from customers involving sale of real estate unit and had capitalised such interest to project cost. However, the Group received such consideration in accordance with the temns of the contract in proportion to the completion of such real estate project and accordingly does not involve any significant financing element.

(ii) The Holding Company has restated the accounting for revenue from the development and transfer of constructed area/revenue sharing arrangement in exchange of such development rights acquired under Joint Development Arrangement (JDAs) [not being jointly controlled operations] on gross basis in accordance with guidance on 'non-cash consideration' under Ind AS 115, Revenue from Contract with Customer.

(iii) The Holding Company has restated the capitalisation of borrowing cost on lands and land advances wherein no significant development activity had commenced and projects wherein substantially all activities necessary for their sale had been completed to capitalise appropriate borrowing cost and other directly attributable project cost to projects under construction in accordance with relevant Ind AS.

(iv) rectification of certain other items pertaining to (a) accounting of construction contracts, other operating income and expense (b) right of use asset (c) discounting of retention money and (dl reclassification of borrowinQs. Consequential impact of deferred tax has been recorded on these adjustments.

The effect of restatement on financial results line items for the previous periods / vear is as follows:

Imoact on Statement of consolidated audited financial results . . ) (f ,n mdhon
Particulars Note 3 months ended31.03.2022[Audited] [Refernote41 Year ended31.03.2022[Audited]
Revenue from operations (i), (ii), (iv) (210) (1,696)
Other income (iv)- - · (21' (67)
Total income (231) (1,763)
Land purchase cost (ii) 112 112
Changes in purchase of project materials, land stock, work in progressand finished goods (i),(ii),(iii) 843 1,620
Employee benefits expense (iv) 59 217
Finance cost (i),(iii) (1,163) (4,415)
Depreciation and amortization expense (iv) (10) (2)
Other expenses (iv) 45 (80)
Total expenses (114) (2,548)
Profit before tax (117) 78S
Deferred tax (credit)/charge (i), (ii), (iii), (iv) (8) 221
Total comprehensive income for the oeriod / vear (109) 564

SOBHA LIMITEO Corporate Identity Number (CIN) : L45201KA1995PLC018475

Regd. Office: 'SOBHA', Sarjapur - Marathahalli Outer Ring Road (ORR), Devarabisanahalli, Bellandur Post, Bengaluru- 560 103 Ph: +91-80-49320000 Fax: +91-80-49320444 Email: [email protected]

Website: www.sobha.com

Statement of consolidated audited financial results for the quarter and year ended 31 March 2023

Particulars Note As at 31.03.22[Audited] As at 31.03.21[Audited]
Property, plant and equipment (iv) 31 73
Investment property (iv) 285 427
Right of use assets (iv) 30 32
Trade receivables (iv) 91 97
Other non-current financial assets- (iv) (169) (151)
Deferred tax asset (net) (iv) 262 475
Other non-current assets (i),(iii) (639) (658)
Inventories (i),(ii),(iii) 2,245 3,738
Loans (iv) 11 0
Other current financial assets (iii) 20 84
Other current assets (ii) (923) (854)
Other equity (i), (ii), (iv) (876) (1,439)
Non-current borrowings (iv) (3,629) 0
Non-current lease liabilities (iv) 163 150
Current borrowings (iv) 4,137 420
Current lease liabilities (iv) (10) (1)
Total outstanding dues of creditors other than micro enterprises and smallenterprises (iv) (2,283) (2,331)
Other current financial liabilities (iv) 1,016 1,016
Other current liabilities (iv) 2,715 5,449
Impact on Consolidated Cash flows (fin million)
Particulars Year ended31.03.2022 (*)[Auditedl
Net cash from ooeratinq activities (50)
Net cash flows from financinq activities so
Restatement in the earninq per shareParticulars 3 months ended31.03.2022(Refer note 4) Year ended31.03.2022[Audited]
.Earn;ng per equity share (face value< 10 Each)
· Earnings per share (EPS) - (in <) - Reported ---2.64 12.32
Earninqs per share (EPS) - (in <) - Restated 1.50 18.27
  • (12) In the earlier year, the Holding Company, in process of renewal of Fire Department clearance for one of the project, procured by an entrusted person was found to be defective. On becoming aware of this fact, the Holding Company immediately took remedial steps and obtained renewed approvals, which were then re-submitted with the local body for regularization. During the current quarter, the local body has cancelled the Occupancy Certificate (OC), against which the Holding Company has filed an appeal with Karnataka Appellate Tribunal challenging the cancellation of QC. The Karnataka Appellate Tribunal has pleased to stay the cancellation order of local body. The Holding Company is continuously working with the local body for resolution of the aforesaid matter. The management is of the view that the aforementioned event shall not have a material impact on the financial results of the Group.
  • (13) The Income Tax Department (''the Department") conducted a Search activity (''the search") under Section 132 of the Jacome Tax Act (''the Search'~ at various premises of the Holding Company and certain group companies during March 2023. The Holding Company has provided all the necessary support and cooperation to the Income-tax officials during the search and provided all the necessary information including documents and data sought by the Department. As on the date of issuance of these financial results, the Group has only receivea a notice u/s148 allowing the management to re-file the Income Tax return for AV 2016-17.

While the uncertainty exist regarding the outcomes of the proceedings by the Department, the Holding Company and certain group companies after considering all available records and facts known to it, has not identified any adjustments to the-current or prior period consolidated financial results at this stage.

  • (14) The Board of Directors of the Holding Company have recommended a final dividend of, 3 per equity share amounting to, 285 millions for the year ended 31 March 2023, in their meeting held on 29 May 2023, which will be placed for approval of the shareholders in the ensuing Annual General Meeting of the Company.
  • (15) Previous period's/ year's figures have been regrouped or reclassified wherever necessary to conform with the current period / year figures.

Bengaluru, India 29 May 2023

For and on behalf of the Board of Directors of Sabha Limited

Jagadish Nangineni Managing Director

Walker Chandiok &_Co LLP

Walker Chandiok & Co LLP 5th Floor, No.65/2, Block "A", Bagmane Tridib, Bagmane Tech Park, CV Raman Nagar, Bengaluru 560093

T +91 80 4243 0700 F +91 80 4126 1228

Independent Auditor's Report on Standalone Annual Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listirlg Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

To the Board of Directors of Sobha Limited

Opinion

    1. We have audited the accompanying standalone annual financial results ('the Statement') of Sobha Limited ('the Company') for the year ended 31 March 2023, attached herewith, being submitted by the Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended) ('Listing Regulations').
    1. In our opinion and to the best of our information and according to the explanations given to us, and based on the consideration of the reports of the other auditor as referred to in paragraph 14 below, the Statement:
    • (i) presents financial results in accordance with the requirements of Regulation 33 of the Listing Regulations; and
    • (ii) gives a true and fair view in conformity with the recognition and measurement principles laid down in the applicable Indian Accounting Standards ('Ind AS') specified under section 133 of the Companies Act, 2013 ('the Act'), read with the Companies (Indian Accounting Standards) Rules, 2015, and other accounting principles generally accepted in India, of the standalone net profit after tax and other comprehensive income and other financial information of the Company for the year ended 31 March 2023.

Basis for Opinion

  1. We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Act. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Statement section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India ('the ICAI') together with the ethical requirements that are relevant to our audit of the financial results under the provisions of the Act and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us together with the audit evidence obtained by the other auditor, in terms of their report referred to in paragraph 14 of the Other Matters section below, is sufficient and appropriate to provide a basis for our opinion.

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 its registered office at L-41 Connaught Circus, New Delhi, 110001, India

Walker Chandiok&..Co LLP

Emphasis of Matters

  1. We draw attention to Note 8 to the accompanying Statement, that explains that during the previous years, the Company had entered into a joint development agreement ('JOA') in which the counter party, i.e., land owners had obtained a license for setting up a residential township on land parcels. The license is based on the Bilateral Agreement which was entered into between the land owners and District Town and Country Planner (DTCP), Haryana and is governed under the development policy of Haryana Development and Regulation of Urban Areas Act, 1975 (HDRUAA).

In respect of this transaction, the Enforcement Directorate ('ED') after due investigation has filed a complaint with Adjudicating Authority, Prevention of Money Laundering ('AA-PML'), alleging certain irregularities in the manner of allotment and pricing of certain plots under this project by the Company, with respect to the terms and conditions of the license and HDRUAA regulations and also non-payment of concerned charges pursuant to the change in beneficial interest, resulting in provisional attachment under the Prevention of Money Laundering Act, 2002 ('PMLA') of land parcels with value of~ 2,016 million held by Technobuild Developers Private Limited (TDPL) over which the Company has absolute rights through a Memorandum of Understanding entered with TDPL as explained in the said note.

During the current quarter, the Company is in receipt of a Show Cause Notice (SCN) under the PMLA from AA-PML and the Company has duly filed detailed response to the allegations made in SCN and the Company is yet to receive the response from AA-PML. The management, based on its overall assessment and independent legal opinion obtained, believes that these transactions have been carried out in accordance with all the applicable laws and regulations and the said bilateral agreement. Pending outcome of the ongoing regulatory proceedings including the duration of such proceedings and recoverability of land advance given against such provisionally attached~ 2,016 million land parcels is presently uncertain.

Our opinion is not modified in respect of this matter.

  1. We draw attention to Note 10 to the accompanying Statement, which describes the restatements made to the comparative financial information for the quarter ended 31 March 2022, as at and for the year ended 31 March 2022 and as at 1 April 2021, in accordance with the principles of Ind AS 8 Accounting Policies, Changes in Accounting Estimates and Errors, for correction of certain identified material prior period errors, which are further described in the aforesaid note.

Our opinion is not modified in respect of this matter.

  1. We draw attention to Note 12 to the accompanying Statement, regarding the search operation carried out by the Income Tax Department at various business premises of the Company and certain other group companies during March 2023. As the Company and certain other group companies have not received any communication on the findings of the investigation by the Income Tax department till date, the impact of this matter on the standalone financial results for the year ended 31 March 2023 and the adjustments (if any) required to the accompanying Statement, is presently not ascertainable.

Our opinion is not modified in respect of this matter.

Responsibilities of Management and Those Charged with Governance for the Statement

  1. This Statement has been prepared on the basis of the standalone annual financial statements and has been approved by the Company's Board of Directors. The Company's Board of Directors is responsible for the preparation and presentation of the Statement that gives a true and fair view of the net profit/loss and other comprehensive income and other financial information of the Company in accordance with the Ind AS specified under section 133 of the Act, read with the Companies (Indian Accounting Standards) Rules, 2015 and other accounting principles generally accepted in India, and in compliance with Regulation 33 of the Listing Regulations. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls that were operting effectively fr ensuring the accurcy ~ completeness _of he acconting records, relevant to the preparation and presentation of the Stateme ijit ~ true and fair view and Is free from material misstatement, whether due to fraud or error. /_f.7 "o

Walker Chandiok &_Co LLP

    1. In preparing the Statement, the Board of Directors is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern, and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. ·
    1. The Board of Directors is also responsible for overseeing the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the Statement

    1. Our objectives are to obtain reasonable assurance about whether the Statement as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with Standards on Auditing, specified under section 143( 10) of the Act, will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this Statement.
  • 11 . As part of an audit in accordance with the Standards on Auditing, specified under section 143(10) of the Act, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
    • Identify and assess the risks of material misstatement of the Statement, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
    • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3) (i) of the Act, we are also responsible for expressing our opinion on whether the Company has in place an adequate internal financial controls with reference to financial statements and the operating effectiveness of such controls.
    • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.
    • Conclude on the appropriateness of the Board of Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the Statement or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
    • Evaluate the overall presentation, structure and content of the Statement, including the disclosures, and whether the Statement represents the underlying transactions and events in a manner that achieves fair presentation.
    1. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
    1. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

Walker Chandiok &.Co LLP

Other Matter

  1. The Statement includes the Company's share of net profit after tax of { 19.06 million and total comprehensive income of { 19.06 million for the year ended on 31 March 2023 in respect of one partnership firm, whose annual financial statements have not been audited by us. These annual financial statements have been audited by another auditor whose audit reports has been furnished to us by the management, and our opinion in so far as it relates to the amounts and disclosures included in respect of this partnership firm is based solely on the audit report of such other auditor.

Our opinion is not modified in respect of this matter with respect to our reliance on the work done by and the report of other auditor.

    1. The Statement includes the standalone financial results for the quarter ended 31 March 2023, being the balancing figures between the audited figures in respect of the full financial year and the published unaudited year-to-date figures up to the third quarter of the current financial year, which were subject to limited review by us.
    1. The audit of standalone financial results for the corresponding quarter and year ended 31 March 2022 included in the Statement was carried out and reported by BS R & Co. LLP, who have expressed unmodified opinion vide their audit report dated 20 May 2022, whose reports have been furnished to us, and which have been relied upon by us for the purpose of our audit of the Statement.

Our opinion is not modified in respect of this matter.

For Walker Chandiok & Co LLP Chartered Accountants Firm R~ n No.: 001076N/N500013

~

Manish Agrawal Partner Membership No. 507000 UDIN: 23507000BGYESL6527

Bengaluru 29 May 2023

SOBHA LIMITED

Corporate Identity Number (CIN) : l45201KA1995PLC01847S

Regd. Office: 'SOBHA', Sarjapur - Marathahalli Outer Ring Road (ORR), Devarabisanahalli, Bellandur Post, Bengaluru - 560 103

Ph: +91-80-49320000 Fax: +91-80-49320444 Email: [email protected] Website: www.sobha.com

Statement of standalone audited financial results for the quarter and year ended 31 March 2023

Particulars 3 monthsended 31.03.2023[Refer note 4] Preceding 3months ended31.12.2022[Unaudited] Corresponding 3months ended31.03.2022 (*)[ Refer note 4] Year ended31.03.2023[Audited] ('!' in million)Year ended31.03.2022(*)[Audited]
1 Income
(a) Revenue from operations(b) Other income 12,195330 8,905285 7,120353 33,281978 25,471881
Total income 12,525 9,190 7,473 34,259 26,352
2 Expenses
(a) Land purchase cost(b) Cost of materials consumed( c) Purchase of project materials(d) Changes in purchase of project materials, land stock,work in progress and finished goods ,4,2021,1293,428(2,011) 5,5819742,150(5,059) 1,2736991,460(723) 10,4933,6609,491(9,956) 2,0711,9825,180(1,225)
(e) Sub-contractor cost(f) Employee benefits expense(g) Finance costs(h) Depreciation and amortisation expense(i) Other expenses 1,9237915961691,672 2,3657456241691,220 1,8896526791701,098 8,1012,9452,4246395,145 6,3822,5122,9946783,468
Total expenses 11,899 8,769 7,197 32,942 24,042
3 Profit before tax (1-2) 626 421 276 1,317 2,310
4 Tax expense(a) Current tax(bl Deferred tax (credit)/ charge 233(47) 3124 1081 30064 58139
Total tax expense 186 55 109 364 620
56 Profit for the period/year (3-4)Other comprehensive income 440 366 167 953 1,690
Items that will not be reclassified to profit or loss in subsequentperiods:Re-measurement (losses)/ gains on defined benefit plan""Deferred tax credit/ (charge) "" (20)5 _ _o -0 12·(3) (53)13 (12)3
Total other comprehensive income/(loss), net of tax (15) 0 9 (40) (9
7 Total comprehensive income for the period/year (5+6) 425 366 176 913 1,681
8 Paid-up equity share capital(Face value per share - 'I' 10) 948 948 948 948 948
9 Other equity 22,463 21,834
10(*) Earnings per share (EPS) - (in '!')Basic and diluted EPS (not annualised for the quarters)refer note 10 4.64 3.86 1.76 10.05 17.82

(" ") certain amounts that are required to be disclosed and do not appear due to rounding off are disclosed as 'O'

SOBHA LIMITED Corporate Identity Number (CIN) : L4S201KA199SPLC01847S

Regd. Office: 'SOBHA', Sarjapur - Marathahalli Outer Ring Road (ORR), Devarabisanahalli, Bellandur Post, Bengaluru - 560 103 Ph: +91-80-49320000 Fax: +91-80-49320444 Email: [email protected]

Website: www.sobha.com

Statement of standalone audited financial results for the quarter and year ended 31 March 2023

Notes:

(1) The Standalone Balance Sheet is as below:

('1' in million)
Particulars [Audited] As at 31.03.2023 As at 31.03.2022(*)[Audited] Asat1 April 2021(*)[Audited]
A Assets
1 Non- current assets
Property, plant and equipment 2,316 2,346 2,721
Investment property 2,768 2,168 2,119
Investment property under construction - 701
Intangible assets 1 1 1
Intangible asset under development 18 - -
Right of use assets 187 229 278
Financial assets
(i) Investments 4,521 4,398 3,976
(ii) Trade receivables 795 655 521
(iii) Loans 238 - -
(iii) Other financial assets 374 1,372 1,263
Tax assets (net) 71 - -
Deferred tax assets ( net) 189 216
Other assets 1399 296 3 700 4 541
20724 1S 0S8 16 337
2 Current assets
Inventories 82,867 72,830 71,388
Financial assets
(i) Trade receivables 2,089 3,502 1,935
(ii) Cash and cash equivalents 2,724 1,346 1,573
(iii) Bank balance other than (ii) above 1,681 384 393
(iv) Loans 438 343 303
(v) Other financial assets 4,719 4,885 5,803
Other assets 6 078 12 784 12 948
-- 100.S96 96 074 94343
Total assets 121320 111132 110 680
B Equity and liabilities
1 Equity
Equity share capital 948 948 948
Other equity 22463 21834 20483
Total equity 23411 22 782 21431
2 Non-current liabilitiesFinancial liabilities
(i) Borrowings 5,586 3,007 2,768
(ii) Lease liabilities 205 203 218
Provisions 229 175 151
6 020 3,38S 3137
3 Current liabilities
Financial liabilities
(i) Borrowings 13,808 21,304 26,524
(ii) Lease liabilities 28 51 61
(iii) Trade payables
(A) Total outstanding dues of micro enterprises and - - -
small enterprises; and
(B) Total outstanding dues of creditors other than 5,956 4,415 5,009
micro enterprises and small enterprises
(iv) Other financial liabilities 8,586 6,983 6,660
Other liabilities 63,308 51,854 47,632
Provisions 203 155 139
Tax liabilities (net) - 203 87
91,889 84,96S 86112
Total liabilities 97909 88,3S0 89,249
Total eauitv and liabilities 121,320 111,132 110,680

(*) refer note 10

SOBHA LIMITED Corporate Identity Number (CIN) : L45201KA1995PLC018475

Regd. Office: 'SOBHA', Sarjapur - Marathahalli Outer Ring Road (ORR), Devarabisanahalli, Bellandur Post, Bengaluru - 560 103 Ph: +91-80-49320000 Fax: +91-80-49320444 Email: [email protected]

Website: www.sobha.com

Statement of standalone audited financial results for the quarter and year ended 31 March 2023

(2) The standalone statement of cash flows is as below:

(t in million)
Particulars Yearended31.03.2023[Audited] Yearended31.03.2022(*)[Audited]
A. Cash flows from operating activities
Profit before tax 1,317 2,310
Adjustments to reconcile profit before tax to net cash flows
from operating activities
Depreciation and amortization 639 678
Gain on sale of property, plant and equipment and Investment property (1) (351)
Finance costs (including fair value change in financial instruments) 2,424 2,994
Finance income (including fair value change in financial instruments) (380) (332)
Share of (profit) / loss from partnership firm (19) 6
Impairment of property, plant and equipment 59
Allowance for credit loss 314 19
Bad debts written off 4
Provision for land advances
Liabilities written back 168
Other advances written off (328) (6)
Operating profit before working capital changes 614,254 5,321
Working capital adjustments
Changes in trade receivables 960 (1,721)
Changes in inventories (10,037) (1,442)
Changes in other current and non-current financial assets 1,182 1,284
Changes in other current and non-current assets 880 979
Changes in trade payables 1,869 (594)
Changes in provisions 102 39
Changes in other current financial liabilities 1,602 325
Changes in other current liabilities 11,473 4,306
Cash generated from operating activities 12,284 8,498
Income tax paid (net of refund) (557) (465)
Net cash flows from operating activities (A) 11,727 8,033
B. Cash flow from investing activities
Purchase of property, plant and equipment, investment property and intangible assets (1,221) (257)
Proceeds from sale of property, plant and equipment and investment property 68 661
Loans to subsidiaries (850) (9)
Loans repaid by subsidiaries 550
Contribution to Partnership firm (104) (417)
Investments in fixed deposits (net) (1,305) (74)
Interest income 98 32
Net cash flows (used in)/from investing activities (B) (2,764) (64)
C. Cash flow from financing activities
Repayments of current borrowings (net) (6,439) (8,842)
Proceeds from non-current borrowings 2,724 4,287
Repayment of non-current borrowings (1,311) (420)
Repayment of lease liabilities (79) (79)
Interest paid (2,195) (2,810)
Dividend paid on equity shares (285) (332)
Net cash flows used in financing activities (C) (7,585) (8,196)
Net increase/ (decrease) in cash and cash equivalents (A+B+C) 1,378 (227)
Cash and cash equivalents at the beginning of the year 1,346 1,573
Cash and cash equivalents at the end of the year 2,724 1,346
Less: Book overdraft from scheduled banks (1,026) (271)
Net Cash and cash equivalents at the end of the year 1,698 1,075

(*) refer note 10

(3) The Standalone Statement of Cash Flows has been prepared under the "Indirect Method" as set out in the Indian Accounting Standard (Ind AS-7) Statement of Cash Flow.

(4) The standalone audited financial results, for the quarter and year ended 31 March 2023 have been prepared in accordance with the recognition and measurement principles laid down in the applicable Indian Accounting Standards (Ind AS) as prescribed under Section 133 of the Companies Act, 2013 ('The Act') read with relevant rules thereunder and in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. These Standalone audited financial results have been reviewed and recommended by the Audit Committee and approved by the Board of Directors at their meeting held on 29 May 2023.

The figures for the quarter ended 31 March 2023 and 31 March 2022 are the balancing figures between the audited figures in respect of the full financial years and the published unaudited year to date figures upto third quarter of the respective financial years. Also the figures upto the end of the third quarter were only reviewed and not subject to audit.

SOBHA LIMITED Corporate Identity Number (CIN) : L45201KA1995PLC018475

Regd. Office: 'SOBHA', Sarjapur - Marathahalli Outer Ring Road (ORR), Devarabisanahalli, Bellandur Post, Bengaluru - 560 103

Ph: +91-80-49320000 Fax: +91-80-49320444 Email: [email protected]

Website: www.sobha.com

Statement of standalone audited financial results for the quarter and year ended 31 March 2023

(6) The quarter and year ended financial results are available on the Company's website www.sobha.com and on the website of BSE Limited (www.bseindia.com) and The National Stock Exchange of India Limited (www.nseindia.com).

(7) Standalone segment wise revenue, results, segment assets and liabilities

Based on the "management approach" as defined in Ind AS 108 - Operating Segments, the Chief Operating Decision Maker (CODM) evaluates the Company's performance and allocates resources based on an analysis of various performance indicators by business segments. Accordingly, information has been presented along these business segments viz., Real estate and Contractual and manufacturing business. Details of standalone segment-wise revenue, results, assets and liabilities is given below:

('I: in million)
Particulars 3 monthsended31.03.2023[Refer note 4] Preceding 3months ended31.12.2022[Unaudited] Corresponding 3months ended31.03.2022 (*)[Refer note 4] Yearended31.03.2023[Audited] Year ended31.03.2022(*)[Audited]
I Segment revenue
Real estate 9,512 6,615 5,123 24,543 18,049
Contractual and manufacturing 3,067 2,710 2,226 10,340 8,214
Total 12,579 9,325 7,349 34,883 26,263
Less: Inter segment revenues (384) (420) (229) (1,602) (792)
Net revenue from operations 12,195 8,905 7,120 33,281 25,471
II Segment results
Real estate 1,650 1,387 1,659 5,442 7,385
Contractual and manufacturing (59) 27 (233) 131 (90)
Profit before other adjustments 1,591 1,414 1,426 5,573 7,295
Less: Finance cost (596) (624) (679) (2,424) (2,994)
Less: Other unallocable expenditure (652) (604) (768) (2,528) (2,596)
Add: Share of (loss)/ profit in a subsidiary partnership firm 14 (23) 4 19 (6)
Add: Unallocable finance and other income 269 258 293 677 611
Profit before tax 626 421 276 1,317 2,310
III Segment assets(#)
Real estate 99,713 94,553 88,954 99,713 88,954
Contractual and manufacturing 6,519 6,985 7,879 6,519 7,879
Unallocated assets 15,088 18,045 14,299 15,088 14,299
Total assets 121,320 119,583 111,132 121,320 111,132
IV Segment liabilities(#)
Real estate 64,975 62,926 49,241 64,975 49,241
Contractual and manufacturing 6,239 6,530 6,373 6,239 6,373
Unallocated liabilities 26,695 27,143 32,736 26,695 32,736
Total liabilities 97,909 96,599 88,350 97,909 88,350

(*) refer note 10

(#) Capital employed = Segment assets - Segment liabilities

(8) The Company had entered into a Joint Development Arrangement with certain land owners in Gurugram, Haryana, in earlier years. In respect of this transaction, the Enforcement Directorate ('ED') after due investigation has filed a complaint with Adjudicating Authority, Prevention of Money Laundering ('AA-PML '), alleging certain irregularities in respect of the manner of allotment and pricing of certain plots under this project or payment of applicable fees and charges by the Company or the landowners, with respect to the terms and conditions mentioned in the development policy of Haryana Development and Regulation of Urban Areas Act (HDRUAA), 1975 and the bilateral agreement between the land owners and Directorate of Town and Country Planning, Haryana (DTCP) resulting in provisional attachment under the Prevention of Money Laundering Act, 2002 ('PML.A') of land parcels with value of" 2,016 million disclosed under "Other non-current assets" in the accompanying statement, held by Technobuild Developers Private Limited ('TDPL '). The Company has entered into a Memorandum of Understanding ('MoU') with TDPL for acquiring land parcels using advances extended by the Company. As per the Mou, TDPL and its affiliates cannot transfer land parcels without prior approval of the Company and the Company has absolute rights over land parcels acquired by TDPL and its affiliates acquired from such advance given by the Company.

As part of the inquiry process, the Company and its officers have been asked to provide contracts, documents and justification in respect of this transaction by the concerned authorities. The Company and its officers have been responding to the queries raised / documents sought from time to time. During the current quarter, the Company is in receipt of Show Cause Notice (SCN) under the PMLA from AA-PML and the Company has duly filed detailed responses to allegations made in SCN and the Company is yet to receive the response from AA-PML.

The management, based on its overall assessment and independent legal opinion obtained, believes that these transactions have been carried out in accordance with all the applicable laws and regulations and the said bilateral agreement and has not identified any adverse material impact to the financial results as at 31 March 2023 or for earlier periods including the recoverability of land advance given against such provisionally attached " 2,016 million land parcels held through TDPL.

(9) During the previous quarter, one of the customers of Sobha Assets Private Limited (SAPL), a wholly owned subsidiary of the company has terminated a project development contract entered by it and demanded compensation of " 2,956 million in addition to forfeiture of " 227 million performance guarantee and " 26 million of deposits alleging that SAPL has not commenced the contract work. The carrying value of aforesaid project related assets/receivables as at 31 March 2023 in the book of the Company and SAPL is " 24 million and " 330 million respectively. SAPL has filed petition with the court of jurisdiction challenging the termination and its grounds, and also filed a counter claim from the customer towards business loss and other receivables. The company based on its overall assessment and independent legal opinion, believes that the aforesaid termination is illegal and will not have any adverse impact to the financial results and accordingly no provision has been made.

Regd. Office: 'SOBHA', Sarjapur - Marathahalli Outer Ring Road (ORR), Devarabisanahalli, Bellandur Post, Bengaluru - 560 103

Ph: +91-80-49320000 Fax: +91-80-49320444 Email: [email protected]

Website: www.sobha.com

Statement of standalone audited financial results for the quarter and year ended 31 March 2023

(10) The financial information for the previous reporting periods were restated for correction of certain items in accordance with Ind AS 8, Accounting Policies, Changes in Accounting Estimates and Errors which are described in more detailed as below:

(i) The Company had accrued for notional interest on advance from customers involving sale of real estate unit and had capitalised such interest to project cost. However, the Company received such consideration in accordance with the terms of the contract in proportion to the completion of such real estate project and accordingly does not involve any significant financing element. ·

(ii) The Company has restated the accounting for revenue from the development and transfer of constructed area/revenue sharing arrangement in exchange of such development rights acquired under Joint Development Arrangement (JDAs) [not being jointly controlled operations] on gross basis in accordance with guidance on 'non-cash consideration' under Ind AS 115, Revenue from Contract with Customer.

(iii) The Company has restated the capitalisation of borrowing cost on lands and land advances wherein no significant development activity had commenced and projects wherein substantially all activities necessary for their sale had been completed to capitalise appropriate borrowing cost and other directly attributable project cost to projects under construction in accordance with relevant Ind AS.

(iv) rectification of certain other items pertaining to (a) accounting of construction contracts, other operating income and expense (b) right of use asset (c) discounting of retention money and (d) reclassification of borrowings. Consequential impact of deferred tax has been recorded on these adjustments.

The effect of restatement on financial results line items for the previous period/ years is as follows:

Imoact on Statement of standalone audited financial results (fin million)
Particulars Note 3 months ended31.03.2022[Audited] [Refernote 4] Year ended31.03.2022[Audited]
Revenue from operations (i), (ii), (iv) (196) (1,670)
Other income (iv) (21) (67)
Total income (217) (1,737)
Land purchase cost (ii) 112 112
Changes in purchase of project materials, land stock, work inprogress and finished goods (i),(ii),(iii) 822 1,521
Employee benefits expense (iv) 59 217
Finance cost (i),(iii) (1,129) (4,289)
Depreciation and amortization expense (iv) (10) (2)
Other expenses (iv) 45 (80)
Total expenses (101) (2,521)
- --Profit before tax (116) - ---784-
Deferred tax (credit)/charge (i), (ii), (iii), (iv) (8) 222
Total comprehensive income for the period / year (108) 562
Impact on Standalone Balance Sheet (fin million)
Particulars Note As at 31.03.2022[Audited] As at 31.03.2021[Audited]
Property, plant and equipment (iv) 31 73
Investment property (iv) 285 427
Right of use assets (iv) 30 32
Trade receivables (iv) 91 97
other non-current financial assets - (iv) (169) (151)
Deferred tax asset (net) (iv) 262 475
Other. non-current assets (i),(iii) - - ·-(639) (658)
Inventories (i),(ii),(iii) 2,478 3,873
Loans (iv) 343 303
Other current financial assets (iii) 20 84
Other current assets (ii) (923) (854)
Other equity (i), (ii), (iv) (876) (1,439)
Non-current borrowings (iv) (3,629) -
Non-current lease liabilities (iv) 163 150
Current borrowings (iv) 4,052 420
Current lease liabilities (iv) (10) (1)
Total outstanding dues of creditors other than micro enterprises andsmall enterprises. (iv) (2,283) (2,331)
Other current financial liabilities (iv) 1,101 1,016
Other liabilities (iv) 2 948 5 583
Imoact on Standalone Cash flows Cf in million)
Year ended
Particulars Year ended31.03.2022 (*)[Audited]
Net cash flows used in operatinq activities 50
Net cash flows used in financinq activities (SO)
Restatement in the earniner share
Particulars 3 months ended31.03.2022(Refer note 4) Year ended31.03.2022[Audited]
Earning per equity share (face value~ 10 Each)
Earnings per share (EPS) - (in ~) - Reported 2.92 11.90
Earnings per share (EPS) - (in ~) - Restated 1.76 17.82

SOBHA LIMITED Corporate Identity Number (CIN) : L45201KA1995PLC018475

Regd. Office: 'SOBHA', Sarjapur - Marathahalli Outer Ring Road (ORR), Devarabisanahalli, Bellandur Post, Bengaluru - 560 103

Ph: 'l-91-80-49320000 Fax: +91-80-49320444 Email: [email protected] Website: www.sobha.com

Statement of standalone audited financial results for the quarter and year ended 31 March 2023

  • (11) In the earlier year, the Company, in process of renewal of Fire Department clearance for one of the project, procured by an entrusted person was found to be defective. On becoming aware of this fact, the Company immediately took remedial steps and obtained renewed approvals, which were then re-submitted with the local body for regularization. During the current quarter, the local body has cancelled the Occupancy Certificate (OC), against which the Company has filed an appeal with Karnataka Appellate Tribunal challenging the cancellation of OC. The Karnataka Appellate Tribunal has pleased to stay the cancellation order of local body. The Company is continuously working with · the local body for resolution of the aforesaid matter. The management is of the view that the aforementioned event shall not have a material impact on the financial results of the Company.
  • (12) The Income Tax Department {"the Department'') conducted a Search activity ("the search'') under Section 132 of the Income Tax Act {"the Search'') at various premises of the Company and certain group companies during March 2023. The Company has provided all the necessary support and cooperation to the Income-tax officials during the search and provided all the necessary information including documents and data sought by the Department. As on the date of issuance of these financial results, the Company has only received a. notice u/s148 allowing the management to re-file the Income Tax return for AY 2016-17.

While the uncertainty exist regarding the outcomes of the proceedings by the Department, the Company and certain group companies after considering all available records and facts known to it, has not identified any adjustments to the current or prior period standalone financial results at this stage.

  • (13) The Board of Directors of the Company have recommended a final dividend of ~ 3 per equity share amounting to ~ 285 millions for the year ended 31 March 2023, in their meeting held on 29 May 2023, which will be placed for approval of the shareholders in the ensuing Annual General Meeting of the Company.
  • {14) Previous period's/ year's figures have been regrouped or reclassified wherever necessary to conform with the current period/ year figures.

Bengaluru, India 29 May 2023

For and on behalf of the Board of Directors of Sabha Limited

J~_::'- Jagadish Nangineni

Managing Director