Tilaknagar Industries Ltd — Annual Report 2019

Jul 26, 2019

ONLINE FILING

Ref: TI/BSE/COMP/ 19-20/24

July 26, 20 19

To, The Manager (Listing), ESE Limited, P.J. Towers, Dalal Street, Mumbai - 400 001 Ph: 022 2272 1233/34 Fax: 0 22 2272 3719

Sub: Audited Financial Results (Standalone and Consolidated) o f the Company for the financial year ended March 31, 2019 Ref: Scrip Code - 507205

Dear Sir/Madam,

We wish to inform you that pursuant to the prov1s1ons of Regulation 33 of the SEBI (LODR) Regulations, 20 15, the Board of Directors of the Company, in its Meeting held on July 26, 2019, has considered and approved the Audited Financial Results (Standalone and Consolidated) of the Company for the financial year ended March 31, 2019.

We are enclosing herewith Statement of Audited Financial Results (Standalone and Consolidated) for the financial year ended March 31, 2019 alongwith the Audit Reports thereon submitted by M/s. M. M. Parikh & Co., Statutory Auditors of the Company and Statement on Impact of Audit Qualifications pursuant to the provisions of Regulation 33(3)(d) of the SEBI (LODR) Regulations, 2015 with respect to Auditors Report with modified opinion.

Please take note that th e Meeting commenced at 12 .00 noon and concluded at 5.10 p.m.

Kindly acknowledge the receipt and take the same on your record .

Thanking you,

Yours faithfully,

Company Secretary

Encl: a/a

Corp. Office: Industrial Assurance Building, 3rd Floor, Churchgate, Mumbai, Maharashtra - 400 020, India P +91 (22) 2283 1716/18 F +9 1 (22) 2204 6904 E tiliquor@tilind.com

Regd. Office: P.O. Tlaknagar, Tai. Shrirampur, Dist. Ahmednagar, Maharashtra - 413 720, India ^p+91 (2422) 265 : 23 I 265 032 F +91 (2422) 265 135 E regoff@tilind.com

M. M. PARIKH <9 CO.

Chartered Accountants

M. M. Parikh B. Com .,LL.B.,F.C.A. Kishor M. Parikh B. Com.,F.C.A., DIP.IFR. (U.K.) Pankaj M. Parikh B. com.,F.C.A.

A/114, Super Shopping Complex, Bajaj Cross Road, Kandivli (West), Mumbai - 400 067. Tel. : 022 - 2887 7741 • Email : pankaj2703@yahoo.co.in • mmparikh1978@yahoo.in

I ndependent Auditor's Report on Annual standalone Financial Results of Tilaknagar Industries Ltd. pursuant to Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regula(ions, 2015

To Board of Directors ofTilaknagar Industries Ltd.

• 1. We have audited the standalone financial results of Tilaknagar Industries Ltd. (the "Company") for the quarter ended March 3 1, 2019 and for the year ended March 31 , 201 9 ("standa lone annual financial results"), attached herewith, being submitted by the company pursuant to the requirement of Regu lation 33 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('Listing Regulations').
• 1. These standalone annual financial results have been prepared on the basis of the annual financial statements and reviewed quaf!erly financial results which are the responsibility of the Company's Management. Our responsibility is to express an opinion on these standalone annual financial results based on our audit of the annual financial statements which have been prepared in accordance with the recognition and measurement principles laid down in the Companies (Indian Accounting Standards) Rules, 2015 as per Section 133 of the Companies Act 2013 and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations.
• 1. We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the standalone annual financial results are free of material misstatement(s). An audit includes examining, on a test basis, evidence supporting the amounts disclosed as financial results. An audit also includes assessing the accounting principles used and significant estimates made by Management. We believe that our audit provides a reasonable basis for our opinion.

Basis for Qualified Opinion

• 1. The Company has not impaired one of the ENA plants as required by Indian Accounting Standard (Ind AS 36) 'Impairment of Assets' though there is an indication of impairment. Reference is invited to note 5 of the standalone annual financ ial resu lts.
• 1. The company has not made Impairment of advances given to certain parties amounting to Rs. 6074.08 lakhs as required by Indian Accounting Standard (Ind AS I 09) 'Financial Instruments'. Reference is invited to note 6 of the standalone annual financial results.
• 1. The National Company Law Tribunal (''NCLT") has ordered for liquidation of Prag Distillery (P) Ltd ("Prag") wholly owned subsidiary of the Company, vide its order No. MA 309/20 18 in CP1067/ 2017 dated July 26, 2018. However, the Company has not made impairment provision for equity investment of Rs. 1543.35 lakhs in Prag as required by Indian Accounting Standard (Ind AS 36) ' Impairment of assets' . Reference is invited to note no 8 of the standalone annual financia l results.

Qualified Opinion

• 1. In our opinion and to the best of our information and according to the explanations given to us, except for the effects of the matter described in paragraph 4, 5 & 6 these financial results:
• (i) are presented in accordance with the requirements of Regulation 33 of the Listing Regulations in this regard; and
• (ii) give a true and fair view of the netloss and other comprehensive income and other financial information for the year ended March 31, 2019.
• 1. We draw attention to note 7 in the standalone annual financial results that the Company has incurred net loss during the year and due to accumulated losses, the net worth has become negative. Further the current liabilities have exceeded the total assets. These events indicate that a material uncertainty exist that may cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.
• 1. We draw attention to note 9 in the standalone annual financial results that the Company has defaulted principal dues and Interest payable to Banks and Financial Institutions. The Company has provided interest liability based on the last available sanction letter on the principal outstanding and is actively in discussions with the Lenders for Debt restructuring /one-time settlement. Pending the final outcome of the settlement with the Lenders no further adjustments have been made in the financial results in respect of the principal amount of Loans and interest provided thereon. Our opinion is not modified in respect of this matter.
• 1. Attention is drawn to the fact that the figures for the last quarter ended March 31, 2019 and the corresponding quarter ended in the previous year as reported in these standalone annual financial results are the balancing figures between audited figures in respect of the fu ll financial year and the published year to date figures upto the end of the third quarter had only been reviewed and not subjected to audit.

For M. M. Parikh & Co Chartered Accountants ICAI Firm Reg. No. 107557W ,

Kishor M Parikh Partner Membership No. 031110

Place: Mumbai Date: July 26, 2019

TILAKNAGAR 'NDUSTRIES LTD. (CIN: L 15420PN1933PLC133303)

Corporate Office: 3rd Floor, Industrial Assurance Building, Churchgate, Mumbai, Maharashtra - 400 020

Regd.Office : P.O. Tilaknagar, Tai. Shrirampur, Dist. Ahmednagar, Maharashtra - 413 720

Email: investor@tilind.com; Website: www.t1hnd.com; Phone; +91 22 22831716/18; Fax: +91 22 22046904

						(Rs. in lacs)
	Statement of Standalone Audited Financial Results for the Quarter and Year ended March 31, 2019
	Particulars		Quarter ended		Year ended
		31 .03.2019	31 .12.2018	31 .03.2018	31 .03.2019	31 .03.2018
		Audited	Unaudited	Audited	Audited	Audited
I	Revenue from Operations	28,587.98	26,070.61	18,035.21	78,161.22	39,553.19
II	Other Income	50.39	59.80	2,897.07	204.39	3,167.53
Ill	Total Income (I + II)	28,638.37	26,130.41	20,932.28	78,365.61	42,720.72
IV	Expenses
	Cost of materials consumed (a)	9,158.44	7,157.34	4,760.23	23,554.86	12,717.81
	(b) Purchases of stock-in-trade	-	-	-	-	-
	(c) Changes in inventories of finished goods, stock-in-trade and work-in-progress	(1,852.69)	297.03	574.71	(2,355.10)	635.38
	(d) Excise duty	10,929.36	11,356.62	8,228.02	29,262.11	8,792.42
	Employee benefits expense (e)	878.86	519.97	284.18	2,359.46	1,770.42
	Finance costs (f)	4,539.97	5,422.01	3, 173.51	16,81 9.13	13,369.52
	(g) Depreciation and amortization expense	833.93	892.12	872.13	3,499.44	3,560.33
	Other expenses (h)	4 ,225.60	5,785.55	13,860.11	20,113.69	21,938.87
	Total Expenses	28,713.47	31,430.64	31,752.89	93,253.59	62,784.75
v	Profit/(Loss) Before Exceptional Items And Tax (Ill-IV)	(75.10)	(5,300.23)	(10,820.60)	(14,887.98)	(20,064.03)
VI	Exceptional Items	-	-	-	-	-
VII	Profit/(Loss) Before Tax (V-VI)	(75.10)	(5,300.23)	(10,820.60)	(14,887 .98)	(20,064.03)
VIII	Tax Expense
	Current tax (including earlier years) (a)	-	-	(265.30)	-	(265.30)
	(b) Deferred tax	-	-	12.59	-	-
	Total Tax Expense	-		(252.71)	-	(265.30)
IX	Profit/(Loss) For The Period (VII-VIII)	(75.10)	(5,300.23)	(10,567 .89)	(14,887 .98)	(19,798.73)
x	Other Comprehensive l ncomef(Loss)
	(a) Items that will not be reclassified to Profit & Loss
	(i) Remeasurement gain /(loss) in respect of the defined benefit plans	9.20 -	(5.71) -	21 .27	(7.94)	(22.86) -
	(ii) Deferred tax on remeasurement gain f(loss) in respect of defined benefit plans			-	-
	(b) Items that will be reclassified to Profit & Loss	-	-	-	-	-
	Total Other Comprehensive lncomef(Loss) For The Period [(a) +(b)]	9.20	(5.71)	21 .27	(7.94)	(22.86)
XI	Total Comprehensive lncomef(Loss) For The Period (IX+X) Paid-up Equity Share Capital (Face value of Rs. 101- per Share)	(65.90)	(5,305.94) 12,513.38	(10,546.62)	(14,895.92)	(19,821.59) 12,475.61
XII XIII	Reserves Excluding Revaluation Reserves As Per Balance Sheet Of Previous Accounting Year	12,513.38		12,475.61	12,513.38 (45,691.60)	,008.66) (31
	Earnings Per Equity Share of Rs. 10 I- Each
XIV	(a) Basic (Rs.)	(0.06)	(4.24)	(8.47)	(11 .91)	(15.87)
	(b) Diluted (Rs.)	(0.06)	(4.24)	(8.47)	(11.91)	(15.87)

Notes:

• The above Results have been reviewed by the Audit Committee and approved by the Board of Directors at its Meeting held on July 26, 2019.
• 2 The above Results have been audited by the Statutory Auditors of the Company and the figures for the quarter ended March 31,2019 and March 31,2018 are the balancing figures between the audited figures in respect of the full financial year and the published year to date figures (unaudited} upto the third quarter of the relevant financial year which have been subjected to limited review by statutory auditors
• 3 The Compa11y is predominantly engaged in the business of manufacture and sale of Indian Made Foreign Liquor (IMFL) and its related products, which constitute a single business segment as per IND-AS 108: Operating Segments. Accordingly, disclosure in accordance with the provisions of Circular issued by the SEBI on July 05, 2016 is not applicable.
• 4 The Compa 1y has entered into arrangements with certain distilleries and bottling units (Tie up units) for manufacture and marketing of its own brands. The Tie up units have neces ,arv license and regulatory permits to manufacture alcohol. Under IND-AS 18, the Company has aggregated the below mentioned amounts in its Statement of Profit and Loss with respect to these Tie up units. Consequent to these changes, there is no impact on the total profit.

		(Rs in lacs)
Particulars	Year ended	Year ended
	31.03.2019	31.03.2018
	Audited	Audited
Revenue from Operations	47, 109.16	12,101 .89
Other Income	2. 16	1.93
Total Income	47,111.32	12,103.82
Cost of matenals consumed /Changes in inventories of finished goods. stock-in-trade and work-in-progress	10,669.04	3, 174.26
Excise Dut"	27,068.66	7,997.18
Finance Costs	0.24	0.01
Other expenses	1,067.10	446. 16
Total expenses	38,805.04	11,617.61
ProfiU(Loss)	8,306.28	486.21

• 5 The Comp< ny had applied to the State government authorities for dual feed permission for manufacture of ENA through molasses as well as grain at one of its ENA Plants. Per'l11ssion had been received for operating the fermentation section till 26th June 2019. Application for renewal of the said approval has been filled on 2nd April 2019 and the Company is awaiting the permission. It is expected that permission for operating the distillation section also will be received soon. In view of this the fT'anagement believes that there is no impairment in value of its ENA Plant and hence the recoverable amount of the ENA Plant is not required to be estimated.
• 6 In lieu of advances given to certain parties amounting to Rs.6.07 4.08 lacs, the Company had received land from one of the group concerns of the parties. The land received has been registered in the name of the Company. The advances have not been adjusted pending certain formalities to be completed on the part of the said parties. In view of this, the management believes that no provision is considered necessary in the books of accounts.
• The Company s net worth has eroded, however, there 1s an improvement in operational performance of the liquor business in terms of higher sales, market share and margins in he southern states.The Company is also in active discussion with the lenders on debt restructuring. Hence, the accounts are prepared on going concern basis.
• 8 The National Company Law Tnbunal("NCL T') ordered for liquidation of Prag Distillery (P) Ltd, wholly owned subsidiary of the Company ("Prag") vide its order No. MA 309/2018 i CP 1067/2017 dated July 26. 2018, as a going concern. The Official Liquidator has initiated the process of liquidation of the company as a going concern Hence. the accounts have been prepared on a going concern basis ..
• 9 The Company has defaulted in repayment of principal dues of loans as well as interest payable to banks and financial institutions except for making certain on account payments to banks and Edelweiss Asset Reconstruction Company Limited.The Company is in active discussion with all the lenders for debt restructuring I one time settlement However interest has been provided in books of accounts on the principal outstanding at original contracted rates.
• 10 State Bank of India, a financial creditor of the Company has filed an application before the National Company Law Tribunal, Mumbai under Section 7 of the Insolvency & Bankruptc' code claiming default by the Company 1n repayment of its financial obligation to the Bank. The said application is pending admission by the Tribunal.The Company 1n advanced stage of negotiating compromise settlemment.
• 11 During the financial year 2018-19,theTrademark License agreement entered into on April10,2017 by the Company with PunjabExpo Breweries Private Limited, wholly owned subsidiary of the Company was amended with effect from April 01,2018.Consequent to the said amendment, impact of increase in brand fees by Rs.2,771.29 lacs has been accounted in the last quarter of the financial year.
• 12 The Comp;1ny has adopted Ind As -115 Revenute from contract with customer with effect from Apnl 01 ,2018.There is no material impact on the financial statements of the company on such adoption
• 3 The Stand3lone audited financial results of the Company for the quarter and year ended March 31 , 2019 are available on the Company's website (www.tilind.com) and on the webs1t< of BSE (www bseindia.com) and NSE (www nseindia com).
• 14 The previous period figures have been regrouped and reclassified wherever necessary.

Standalone Audited Statement of Assets and Liabilities as at March 31, 2019

		(Rs. In lacs)
Particulars	As At
	31.03.2019	31.03.2018
	(Audited)	(Audited)
·AIA:S:Sl:.1 ;:,
NON-CURRENT ASSETS (a) Property, Plant and Equipment	50,591.23	53,642.37
(b) Capital Work-in-Progress	1,510.77	1,496.07
(c) Other Intangible Assets	44.29	457.73
(d) Financial Assets
(i) Investments	4,763 85	4,763.85
(ii) Loans	2.88	4.99
(iii) Other Financial Assets	4,724.74	5,017.24
(e) Income Tax Assets (Net)	7.444.70	7,426.97
(f) DEferred Tax Assets (Net)
(g) Other Non-Current Assets	379.87	133.62
Total Non-Current Assets	69,462.33	72,942.84
CURRENT ASSETS
(a) Inventories	7,550.58	5,032.31
(b) Financial Assets
(i) Investments
(ii) Trade Receivable	17,694.77	6,772.09
(iii) Cash and Cash Equivalents	1,097.85	178.78
(1v) Bank Balance other than (Iii) above	139.66	96.89
(v) Loans	4.06	13.49
(v1) Other Financial Assets	12.586.00	9,272.16
c) Other Current Assets	6,854.97	5,988.00
Total Current Assets	45,927.89	27,353.72
TOTAL ASSETS	1, 15,390.22	1,00,296.56
B EQUITY AND LIABILITIES
EQUITY
(a) Equity Share Capital	12,513.3!)	12.475.61
(b) Other Equity	(45,691.60)	(31,008.66)
Total Equity	(33, 178.22)	(18,533.05)
LIABILITIES
NON-CURRENT LIABILITIES
(a) Financial Liabilities
(i) Borrowings
(ii) Other Financial L1ablht1es	9,854.49
(b) Provisions (c) Deferred Tax L1abilit1es (Net)	283.89
(d) Other Non-Current Liab1httes
Total Non-Current Liabilities	10,138.38
(a) Financial Liabihties
(i) Borrowings	79,247.16
(ii) Trade Payables
Total outstanding dues of creditors other than micro enterprises and small enterprises	698.94
Total outstanding dues of micro enterprises and small enterprises	14,361 .13
CURRENT LIABILITIES (iii) Other Financial Liabilities	42.872.72	1,574.38 265.83 1,840.21 74,243.65 299.82 10,047.10 31,668.22
(b) Provisions	908.04	486.48
(c) Other Current Liab1ht1es Total Current Liabilities	342.07 1,38,430.06	244.13 1,16,989.40

Place: Mumbai Date: July 26, 2019 Chairman & Managing Director

Statement on Impact of Audit Qu~alifications (for audit report with modified opinion) submitted alongwith Annual Audited Financial Results (Standalone)

[See Regulation 33 / 52-of the SEBI (LODR) (Amendment) Regulations, 2016]
Particulars	Audited Figures (as reported before adjusting for qualifications)Rs.in	Adjusted Figures (audited figures after adjusting for qualifications)Rs.in lakhs
Turnover/Total income	78,365.61	78,365.61
Total Expenditure	93,253.59	1,00,871.02
Net Profit/(Loss)	(14, 887.98)	(22, 505.41)
Earnings Per Share (In Rs.)	(11.91)	(18.00)
Total Assets	115,390.22	1,07,772.79
Total Liabilities	115,390.22	1,07,772.79
Net Worth	(33, 178.22)	(40, 795.65)
Any other financial item(s) (as felt
appropriate by the management)	Nil	Nil
Corp. Office: Industrial Assurance Building, 3 rd Fl	Accounting Standard 'Impairment of Assets' though there is an indication of impairment. invited to note 5 of the standalone financial results. (ii) The Company has not made Impairment of advances given to certain parties amounting to Rs.6,074.08 Lacs as required by Indian Accounting Standard (Ind AS 109) 'Financial Instruments'. Reference is invited to note 6 of the standalone financial results. (iii) The Company has not impaired for equity investment of Rs 1,543.45 lacs in its wholly owned subsidiary Prag Distillery (P) Ltd as required by Indian Accounting Standard (Ind AS 36) Impairment of Assets' though the subsidiary has been referred to National Company Law Tribunal ("NCLT") for Corporate Insolvency Resolution Process (CIRP) under the provisions of the Insolvency and Bankruptcy Code, 2016 ("the Code") by its creditors. Reference is invited to note 8 of the standalone financial results. Regdl Office: P.O. Tilaknagar, Tal. Shrirampur,	(Ind AS 36 Reference is
	Details of Audit Qualification:	lakhs Audit Qualification (each audit qualification separately): (i) The Company has not impaired one of the ENA plants as required by Indian

b.	Type of Audit Qualification:	Qualified Opinion
c.	Frequency of qualification:	Point (i) - Appearing fourth time
		Point (ii) - Appearing third time
		Point (iii) - Appearing second time
		Point (iv) - Appearing for thr time
d.	where For Audit Qualification(s) the impact quantified by auditor, is	the Response to Point (II)(a )(ii)
	Management's Views:	dvances given to certain parties In lieu of a amounting 6,074.08 the to Rs. lacs, Company had received land from one of the group concerns of the parties.
		The land received has been registered in the name of the Company. The advances have not adjusted been pending certain formalities to be completed on the part of of this, said parties. In the the view management believes that no provision is necessary the considered in books accounts.
		Response to Point (II)(a )(iii)
		An application for liquidation under Section 33 of the Insolven cy & Bankruptcy Code, 20 has been filed the Resolution 16 by The Professiona l(RP) before National Tribunal, Company Mumbai Bench Law seeking order requiring Prag Distillery (P) subsidiary owned the wholly of Ltd., Company to be liquidated "on going concern in the manner laid under basis" down Section 33 of the Code on 06.04.2018.
	11 n ~rel ., , • . ,.__, ,,,, _) ,•~VI ._ ·:- ~ ~

E regoff@tilind.com

E •il1quor@t1 nd.rom

			As no resolution plan was received within the stipulated period of 180 days and the extended period of further 90,The National Company Law Tribunal("NCLT") ordered for liquidation of Prag Distillery (P) Ltd, wholly owned subsidiary of the Company ("Prag") 309/2018 in CP vide its order No. MA 1067 /2017 dated July 26, 2018, as a going concern. The Official Liquidator has initiated the process of liquidation of the company as a going concern. Hence, the accounts have been prepared on a going concern basis.
	e.	For Audit Qualification(s) where the impact is not quantified by the auditor:
		on the Management's estimation (i) impact o f audit qualification:	Nil for the reasons given at para 2(e)(ii) below
		If management is unable to estimate ii) the impact, reasons for the same:	Response to Point (Jl)(a) The Company had applied to the State authorities dual government for feed permission for manufacture of ENA through molasses as well as grain at one of its ENA Plants. Permission had been received for operating the fermentation section till 26th June 2019. Application for renewal of the said approval has been filled on 2nd April 2019 and the Company is awaiting the permission. It is expected that permission for operating the distillation section also will be received soon. In view of this the that management there is no believes impairment in value of its ENA Plant and hence the recoverable amount of the ENA Plant is not required to be estimated.
I		(;Orp. vn1ce: inausma1 ,ssuronce ou11aing, .,, 1 •vv•, C~urchgate Mumbai, Maharashtra 400 020, Indio P +91 (22) 2283 1716/ 18 F +91 (22) 2204 6904 E tiliquor@ti11nd.com	Dis~ Ahmed~~~~r, Mahar;sh;ra - 413 720, India p +91 (2422) 265 123 I 265 032 F +91 (2422) 265 135 E regoff@til ind.com

	n Auditors' Comments on (i) or (ii) iii) (iii) above:	or Refer II (a) above
III.	Si natories:	-~--~~-'-~~~~~~~~~~~~~~~~~~~~-'--~~~~~~~~~~~~~~~~~~~--!
	CEO/Managing Director •
	• CFO
	Audit Committee Chairman •	, , .r d 'iJ I ._ __ 1,\ e::UA:::::.::;~
	r -; Statutory Auditor r--~~~	I For M.M. Parikh & Co. ~~~~ --~
	Place: Mumbai	~rtne~•~-~~~
	. Date : July 26, 2019

CIN: L 15420PN' 933PlC 133303 Web: www.tilind corn

E regoff@tilind.com

E tiliquor@til1nd com

M. M. PARIKtt C9 CO.

Chartered Accountants

M. M. Parikh B. Com.,LLB.,F.C.A. Kishor M. Parikh B. Com.,F.C.A., DIP.IFR. (U.K.) Pankaj M. Parikh B. com.,F.C.A.

A/114, Super Shopping Complex, Bajaj Cross Road, Kandivli (West), Mumbai - 400 067. Tel.: 022 - 2887 7741 • Email : pankaj2703@yahoo.co.in • mmparikh1978@yahoo.in

Independent Auditor's Report on Annual Consolidated Financial Results of Tilaknagar Industries Ltd. pursuant to Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015

To the Board of Directors of Tilaknagar Industries Ltd.

• I. We have audited the consolidated financ ial results of Tilaknagar Industries Ltd. (hereinafter referred to as the "Holding Company") comprising its subsidiaries and associate (collectively referred to as "the Group") for the quarter ended March 31 , 2019 and for the year ended March 31, 201 9 ("consolidated annual financial results"), attached herewith, being submitted by the Holding Company pursuant to the requirement of Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"). '
• 1. These consolidated annual financial results have been prepared from consolidated annual financial statements which are the responsibility of the Holding Company's Management. Our responsibility is to express an opinion on these consolidated annual financial results based on our audit of such consolidated annual financial statements, which have been prepared in accordance with the recognition and measurement principles laid down in the Companies (Indian Accounting Standards) Rules, 20 15 as per section 133 of the Companies Act 2013 and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations.
• 1. We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated annual financial results are free of material misstatement(s), An audit includes examining, on a test basis, evidence supporting the amounts disclosed as financial results. An audit also includes assessing the accounting principles used and significant estimates made by Management. We believe that our audit provides a reasonable basis for our opinion.

Basis for Qualified Opinion

• 1. The Company has not impaired one of the ENA plants as required by Indian Accounting Standard (Ind AS 36) 'Impairment of Assets' though there is an indication of impairment. Reference is invited to note 6 of the consolidated annual financial results.
• 1. The company has not made Impairment of advances given to certain parties amounting to Rs. 6074.08 lakhs as required by Indian Accounting Standard (Ind AS 109) 'Financial Instruments'. Reference is invited to note 7 of the consolidated annual financial results.

*~:-.: ~ The management has not impaired Goodwill of Rs. 1, 175.25 lakhs relating to its wholly owned ^gy- ) ubsidiary Prag Distillery (P) Ltd as required by Indian Accounting Standard (Ind AS) 36 :S.k__ ~~ Impairment of Assets' though there is an indication of impairment as explained in Note 9 of the consolidated financial statements.

Qualified Opinion

• 1. In our opinion and to the best of our information and according to the explanations given to us, except for the effects of the matter described in paragraph 4, 5 & 6, these consolidated annual financial results:
• (i) Includes the annual financial results of the entities as per Annexure l to this report:
• (ii) have been presented in accordance with the requirements of Regulation 33 of the Listing Regulations in this regard; and
• (iii) give a true and fair view of the consolidated net loss and other comprehensive income and other financ ial information for the year ended March 31 , 2019.
• 1. We draw attention to note 8 in the consolidated annual financial results that the Company has incurred net Joss during the year and due to accumulated losses, the net worth has become negative. Further the current liabilities have exceeded the total assets. These events indicate that a material uncertainty exist that may cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.
• 1. One of the Subsidiary of the Group namely Prag Distillery (P) Ltd. has been referred to National Company Law Tribunal for Corporate Insolvency Resolution Process (CIRP) under the provisions of Insolvency and Bankruptcy Code 2016 (the Code). Further the Subsidiary has incurred net loss during the year ended March 31, 2019 and as of that date the business has reduced significantly. These events indicate that a material uncertainty exist that may cast significant doubt on the subsidiary Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.
• I 0. We draw attention to note I 0 in the consolidated annual financial results that the Company has defaulted principal dues and Interest payable to Banks and Financial Institutions. The Company has provided interest liability based on the last available sanction letter on the principal outstanding and is actively in discussions with the Lenders for Debt restructuring /one-time settlement. Pending the final outcome of the settlement with the Lenders no further adjustments have been made in the financial results in respect of the principal amount of Loans and interest provided thereon. Our opinion is not modified in respect of this matter.
• 11 . We did not audit the financial statements I information of 8 subsidiaries included in the consolidated financ ial results whose Ind AS financial statements include total assets of Rs. 38,195.93 lakhs as at March 31, 2019 and total revenue of Rs 12,496.37 lakhs and total loss of Rs. 1,313.22 lakhs for the year ended March 31, 2019 as considered in the consolidated annual financ ial results. These Financial statements have been audited by other auditors whose reports have been furnished to us by the Management, and our opinion on the Consolidated Ind AS financial statements insofar as it relates to the amounts and disclosures included in respect of these subsidiaries and our report in terms of section 143 (3) of the Act insofar as it relates to the aforesaid subsidiaries is based solely on the reports of such auditors.

Our opinion on the consolidated Ind As financial statements is not modified in respect of the above matter with respect to our reliance on the work done and the reports of other auditors.

1. We did not audit the financial statements I information of l associate included in the consolidated financial results whose Ind AS financial statements include Groups share of net profit I (loss) of Rs Nil for the year ended March 31, 2019. This Financial statements I information are unaudited and furnished to us by the management and our opinion on the Consolidated Financial Statements in so far as it relates to the amount and disclosures included in respect of this associate our report in terms of section 143 (3) of the Act in so far as it relates to the aforesaid associate is based solely on such unaudited financial statements I information. In our opinion and according to the information and explanation given to us by the management this financial results I information are not material to the Group.

Our opinion on the consolidated Ind As fi nancial statements is not modified in respect of the above matter

1. Attention is drawn to the fact that the figures for the last quarter ended March 31, 2019 and the corresponding quarter ended in the previous year as reported in these consolidated annual financial results are the balancing figures between audited figures in respect of the full financ ial year and the published year to date figures upto the end of the third quarter had only been reviewed and not subjected to audit.

For M. M. Parikh & Co Chartered Accountants ICAI Firm Reg. No. I 07557W

~OIM14

Kishor M Parikh Partner Membership No. 031110

Place: Mumbai Date: July 26, 2019

Tilaknagar Industries Ltd.

Annexure 1 - List of subsidiaries and associate included in consolidation:

	Holding Company
1	Tilaknagar Industries Ltd.
	Subsidiaries:
2	Prag Distillery (P) Ltd.
3	Vahni Distilleries Private Limited.
4	Kesarval Spring Distillers Pvt. Ltd.
5	PunjabExpo Breweries Pvt. Ltd.
6	Mykingdom Ventures Pvt. Ltd.
7	Studd Projects P Ltd.
8	Srirampur Grains Pvt. Ltd.
9	Shivprabha Sugars Ltd.
I I	Associate:
10	Mason & Summers Marketing Services Pvt. Ltd.

TILAKNAGAR INDUSTRIES LTD. (CIN: L 15420PN1933PLC133303)

Corporate Office: 3rd Floor, Industrial Assurancr Building, Churchgate, Mumbai, Maharashtra • 400 020

Regd.Office: P.O. Tilaknagar, Tai. Shrirampur, Disl Ahmednagar, Maharashtra -413 720

Email: investor@tilind.com; Website: www.tilind.com; Phone: +91 22 22831716/18; Fax: +91 22 22046904

	Statement of Consolidated Audited Financial Results for the Quarter and Year ended March 31, 2019					(Rs. in lacs)
	Particulars		Quarter ended		Year ended
		31.03.2019	31.12.2018	31.03.2018	31.03.2019	31.03.2018
		Audited	Unaudited	Audited	Audited	Audited
I	Revenue from operations	40,172.44	42,524.26	36,600.78	1,52,549.35	1,29,160.66
II	Other Income	142.57	133.27	2,939.02	520.65	3,353.07
Ill	Total Income (I + II)	40,315.01	42,657.53	39,539.80	1,53,070.00	1,32,513.73
IV	Expenses (a) Cost of materials consumed (b) Purchases of stock-in-trade	11,338.03	9,015.84 -	7,774.76	33,741.68 -	29,021.28 -
	(c) Changes in inventories of finished goods. stock-in-trade and wor1<-in-progress	(2,698.83)	531 .81	(427.82)	(1.774.81)	(588.71)
	(d) Excise duty	22,587.37	24,347.45	22,579.33	86,416.35	71,384.16
	(e) Employee benefits expense	1,243.87	795.57	452.01	3,328.13	2,201 .28
	Finance costs (f)	4,770.65	5.722.10	3.857.58	18,420.68	15,193.95
	(g) Depreciation and amortization expense	877.81	936.35	914.03	3,674.93	3,731.13
	(h) Other expenses	5,529.39	6,355.18	10,735.49	25,224.54	26,855.19
	Total expenses	43,648.29	47,704.30	45,885.37	1,69,031.50	1,47,798.28
v	Profit/(Loss) before exceptional items and tax (Ill-IV)	(3,333.28)	(5,046.77)	(6,345.57)	(15,961 .50)	(15,284.55)
VI	Exceptional items		-	-	-
VII	Profit/(Loss) before tax (V-Vl)	(3,333.28)	(5,046.77)	(6,345.57)	(15,961 .50)	(1 5,284.55)
VIII	Tax Expense
	Current tax (a)	(376.95)	(150.00)	(171 .54)	23.05	(171.54)
	(b) Deferred tax	64.15	-		64.15
	(b) MAT credit	(97.37)			(97 37)
	Total tax expens e	(410.17)	(150.00)	(171.54)	(10.17)	(171.54)
IX	Profit/(Loss) for the period before share of Profit/(Loss) of associate (Vll-Vlll)	(2,923.11)	(4,896.77)	(6,174.03)	(15,951.33)	(15,113.01)
x	Share of ProfiV(Loss) of associate		-		-	-
XI	Profit/(Loss) for the period (IX+X)	(2,923.11)	(4,896.77)	(6,174.03)	(15,951.331	(1 5,113.01)
XII	Other Comprehensive lncome/(Loss)
	(a) Items that will not be reclassified to Profit & Loss
	(i) Remeasurement gain /(loss) in respect of the defined benefit plans	(4.04)	(4.53) -	36.54	(17.62)	(18.10)
	(ii) Tax on above (b) Items that will be reclassified to Profit & Loss	0.27 -	-		0.27 -	- -
	Total Other Comprehensive lncome/(Loss) for the period [(a) +(b)}	(3.77)	(4.53)	36.54	(17.35)	(18.10)
XIII	Total Comprehensive lncome/(Loss) for the period (Xl+Xll)	(2,926.88)	14,901 .30)	(6,137.49)	(15,968.68)	(1 5,131.11)
XIV	Profit/Loss for the period attributable to
	(a) Owners of the Company	(2,923.1 1)	(4,896.77)	(6. 174.03)	(15,951 33)	(15,113.01)
	(b) Non-Controlling Interests
xv	Other Comprehensive lncome/(Loss) for the period attributable to
	(a) Owners of the Company	(3.77)	(4.53)	36.54	17.35	18.10
	{b) Non-Controlling Interests
XVl	Total Comprehen sive lncome/(Loss) for the period attributable to
	(a) Owners of the Company	(2,926.88)	(4,901 .30)	(6, 137.49)	(15,968.68)	(15,131 .11)
	(b) Non-Controlling Interests
XVII	Paid-up equity share capital (Face value of Rs. 10/- per Share)	12,513.38	12,513.38	12.475 61	12,513.38	12,475.61
XVIII	Reserves excluding Revaluation Reserves as per balance sheet of previous accounting year				(41,235.23	12547953)
XIX	Earnings Per Equity Share of Rs. 10 /- each (not annualized)
	(a) Basic (Rs )	(2.33)	(3.91)	(4.95)	(12 76)	(1211)
	(b) Diiuted (Rs.)	(2 33)	(3 91)	(4.95)	(12.76)	(12.11)

Notes

• The above Results have been reviewed by the Audit Committee and approved by the Board of Directors at its Meeting held on July 26, 2019.
• 2 The above Results have been audited by the Statutory Auditors of the Company and the figures for the quarter ended March 31, 2019 and March 31 , 2018 arE the balancing figures between the audited figures in respect of the full financial year and the published year to date figures (unaudited) upto the third quarter of the relevant f1nanc1al year, which have been subjected to limited review by statutory auditors.
• 3 The Audited Consolidated Financial Results have been prepared by the Company in accordance with IND-AS 110: Consolidated Financial Statements and IND-AS 28: Accounting for Investments in Associate in Consolidated Financial Statements prescribed under Section 133 of the Companies Act, 2013 and other recognized accounting practices and policies.
• 4 The Company is predominantly engaged in the business of manufacture and sale of Indian Made Foreign Liquor (IMFL) and its related products, which constitute a single business segment as per IND-AS 108: Operating Segments. Accordingly, disclosure in accordance with the provisions of Circular issued by the SEBI on July 05, 2016 is not applicable
• 5 The Company has entered into arrangements with certain distilleries and bottling units (Tie up units) for manufacture and marketing of its own brands. The Tu up units have necessary license and regulatory permits to manufacture alcohol.Under Ind AS 18, the Company has aggregated the below mentioned amounts 1n its Statement of Profit and Loss with respect to these ne up units. Consequent to these changes, there is no impact on the total profit.

		(Rs in lacs
Particulars		Year ended Year ended
	31.03.2019	31 .03.2018
	Audited	Audited
Revenue from Operations	67,658.15	57,838.73
Other Income	1.74	2.99
Total Income	67,659.89	57,841 .72
Cost of materials consumed /Changes in inventories	15,295.56	13,811 .53
Excise Duty	37,823.23	33,350.03
Finance Costs	0.38	0.14
Other Expenses	1,485.28	1,469.21
Total Expenses	54,604.45	48,630.91
Profit/(Loss)	13,055.44	9,210.81

• 6 The Company had applied to the State government authorities for dual feed permission for manufacture of ENA through molasses as well as grain at one of its ENA Plants Permission had been received for operating the fermentation section till 26th June 2019. Application for renewal of the said approval has been filled on 2nd Apnl 2019 and the Company is awaiting the permission. It is expected that permission for operating the distillation section also will be received soon. In view of this the management believes that there is no impairment in value of its ENA Plant and hence the recoverable amount of the ENA Plant 1s not required to be estimated.
• 7 In lieu of advances given to certain parties amounting to Rs. 6,074.08 lacs, the Company had received land from one of the group concerns of the parties. The land received has been registered in the name of the Company. The advances have not been adjusted pending certain formalities to be completed on the part of the said parties. In view of this, the management believes that no provision is considered necessary in the books of accounts.
• 8 T 1e Company's net worth has erodea, however. there 1s an improvement in operational performance of the liquor business in terms of higher sales. market share and margins 1n the southern states. The Company is also in active discussion with the lenders on debt restructuring. Hence, the accounts are prepared or going concern basis.
• 9 The National Company Law Tribunal("NCL T") ordered for liquidation of Prag Distillery (P) Ltd, wholly owned subsidiary of the Company ("Prag") vide its order No. MA 309/2018 in CP 1067/2017 dated July 26, 2018, as a going concern. The Official Liquidator has initiated the process of liquidation of the company as a going concern. Hence, the accounts have been prepared on a going concern basis.
• 10 T'le Company has defaulted in repayment of principal dues of loans as well as interest payable to banks and financial institutions except for making certain on account payments to banks and Edelweiss Asset Reconstruction Company Limited.The Company is in active discussion with all the lenders for debt restructuring I one time settlement. However interest has been provided in books of accounts on the principal outstanding at original contracted rates.
• 11 State Bank of India, a financial creditor of the Company has filed an application before the National Company Law Tribunal, Mumbai under Section 7 of the Insolvency & Bankruptcy code claiming default by the Company in repayment of its financial obligation to the Bank. The said application is pending admission by the Tribunal. The Company is in advanced stage of negotiating compromise settlemment.
• 12 During the financial year 2018-19, the Trademark License agreement entered into on April10,2017 by the Company with PunjabExpo Breweries Private L mited, wholly owned subsidiary of the Company was amended with effect from April 01 ,2018.Consequent to the said amendment, impact of increase in brand fees by Rs 2,771 .29 lacs has been accounted in the last quarter of the financial year.
• 13 T· 1e Company has adopted Ind As -115 Revenute from contract with customer with effect from April 01,201 8. There is no material impact on the financial statements of the company on such adoption
• 14 T'le Standalone and Consolidated audited financial results of the Company for the quarter & Year ended March 31 , 2019 are available on the Company's website (www tilind.com) and on the website of BSE (www.bseindia.com) and NSE (www.nseindia.com).
• 15 T 1e previous period figures have been regrouped and reclassified wherever necessary.

Consolidated Audited Statement of Assets and Liabilities as at March 31, 2019

		(Rs. In lacs)
Particulars		As at Year ended
	31 .03.2019	31 .03.2018
	(Audited)	(Audited)
A ASSETS
NON-CURRENT ASSETS
(a) Property, Plant and Equipment	52,787.71	55,963.80
(b) Capital Work-in-Progress	11 ,427.57	11,324.59
(c) Investment Property		-
(d) Goodwill	2,326.23	2,326.23
(e) Other Intangible Assets	44.83	458.27
(f) Financial Assets
(1) Investments	3.77	3.77
(ii) Loans	3.00	4.99
(iii) Other Financial Assets	5,037.73	5,745.64
(g) Income Tax Assets (Net)	603.75	179.31
(h) Deferred Tax Assets (Net)	33.22
(i) Other Non-Current Assets	7,620.99	7,607.04
Total Non-Current Assets	79,888.80	83,613.64
CURRENT ASSETS
(a) Inventories	9,779.58	7,997.98
(b) Financial Assets
(i) Investments	344.47	-
(ii) Trade Receivable	24,098.82	17,314.25
(ill) Cash and Cash Equivalents	5,017.01	6,683.63
(iv) Bank Balance other than (iii) above	288.82	149.23
(v) Loans	4.66	13.49
(vi) Other Financial Assets	46.93	5,083.02
(c) Income Tax Assets (Net) (d) Other Current Assets	8,636.39	7,554.93
Total Current Assets	48,216.68	44,796.53
TOT AL ASSETS	1,28, 105.48	1,28,410.17
B EQUITY AND LIABILITIES
EQUITY
(a) Equity Share Capital	12,513.38	12,475.61
(b) Other Equity
(i) Equity Attributable to Owners of the Company	(41,235.23)	(25,479.53)
(ii) Non-Controlling Interests		-
Total Equity	(28,721 .85)	(13,003.92)
LIABILITIES
NON-CURRENT LIABILITIES
(a) Financial Liabilities
(i) Borrowings	13.15	11 .62
(ii) Other Financial Liabilities	14,159.83	10,807.08
(b) Provisions (<.:) Deferred Tax Liabilities (Net)	386.76	318.54
Total Non-Current Liabilities	14,559.74	11 ,137.24
CURRENT LIABILITIES (a) Financial Liabilities
(i) Borrowings	81 ,527.39	77,030.34
(ii) Trade Payables
Total outstanding dues of micro enterpnses and small	911 .29	510.32
enterprises
Total outstanding dues of creditors other than micro enterprises	18,554.37	15,765.34
and small enterprises (iii) Other Financial Liabilities	38,450.48	34,332.94
(b) Provisions	2,335.89	2,099.89
(c) Income Tax Liabilities (Net)	1.39	87.24
(d) Other Current Liabilities	486.78	450.78
Total Current Liabilities	1,42,267 .59	1,30,276.85
TOTAL EQUITY AND LIABILITIES	1,28,105.48	1,28,410.17

By Order of the Board For Tilaknagar I ustries Ltd.

Place: Mumbai

Date : July 26, 2019 Chairman & Managing Director

Statement on Impact of Audit Qualifications (for audit report with modified opinion) submitted alongwith Annual Audited Financial Results (Consolidated)

	[See Re1ralation 33 I 52-ofthe SEBI (LODR) Amendment) Regulations, 20161
SI. I Particulars	Audited Figures (as reported before adjusting for qualifications)Rs.in lakhs	Adjusted Figures (audited figures after adjusting for , qualifications)Rs.in I lakhs
Turnover / Tota l income	153,070.00	153,070.00
Total Expenditure	169,031.50	176,648.93
Net Profit/ (Loss)	(15,951. 33)	(23,568. 76)
Earnings Per Share (In Rs.)	(12.79)	(1 8.85)
Total Assets	128, 105.48	120,488.05
Total Liabilities	128, 105.48	120,488.05
Net Worth	(28, 72 1.85)	(36,339.28)
Any other financial item(s) (as felt
appropriate by the management)	Nil	Nil
Audit Qualification leach audit aualification senaratelv\: Details o f Audit Qualification:	(i)	The Company has not impaired one of
	indication of impa invited note to 6 finan cial results. (ii) The Company has n of advances given amounting to	irment. is Reference consolidated the of irment ot made Impa pa rties to certain as Lakhs Rs.6,074.08
	required by Indian Accounting Standard (Ind AS 109) Reference is invited consolidated financial results.	Instruments'. 'Financ ial the to note 7 of
	(iii) The Company h of Rs. 1, 175.25Lakhs re owned subsidiary Prag distillery Pvt Ltd as required by Indian Ac AS 36) 'Impairment of Assets' though there is an indication of impairment as explained in note 9 of th	as not impaired Goodwill lating to its wholly counting Standard (lnd e fina;-icial results.
b Type of Audit Qualification:	Qua lified Opinion
_,, . - E 111quor@ll ind com	')rd rl n ·I I 1- ·~~~.~ " ·~ -· -- -~ ·- ''" - 400 020 lrdia >rchgate Mumbo Maharl"Jsl1t 22i 228J 17 6 '8 F +9 I ,22) 2204 6904	D--1 ""'·-• P (") Tilnknn ~· Tnl <;hri• """"' Dist Ahmednagar, Mahar;shtra - 4 l 3 720 India p +91 (2422) 265 123 I 265 032 F +91 (2422) 265 135 E re g off@tilind.com

c . I	Frequency of qualification:	Point (i) - Appearing fourth time
		Point (ii) - Appearing third time
		Point (iii) - Appearing second time
	d. I For the where Audit Qualification(s) the impact is by quantified auditor,	Response to Point (ll)(a)(ii)
	Management's Views:	In lieu of advances given to certain parties amounting 6,074.08Lakhs, the to Rs. Company had received land from one of the cerns of the parties. group con
		The land received has been registered in the name of the Company. The advances have not adjusted certain been pending formalities to be completed on the part of said parties. of this, the In the view management believes that no provision is the considered necessary in books of accounts.
		Response to Point (Il)(a)(iii)
		An application for liquidation under Section 33 of the lnsolvency & Bankruptcy Code, I 2016 has the been filed Resolution by The Professional(RP) before National Law Tribunal, Bench Company Mumbai seeking order requiring Prag Distillery (P) owned subsidiary the Ltd., wholly of Company to be liquidated "on going concern basis" the manner laid down under in Section 33 of the Code on 06.04.2018.
		As no resolution plan was received within the stipulated period of 180 days and the extended period of further 90,The National Company Law Tribunal("NCLT") ordered for liquidation of Prag Distillery (P) Ltd, wholly owned subsidiary of the Company ("Prag") 309/2018 in CP vide its order No. MA 1067/2017 dated July 26, 2018, as a going concern.The Official Liquidator has initiated the process of liquidation of the company as cern. Hence, the accounts have a going con been prepared on a going concern basis
	"""' I"'•.. •• ~ ,.~ 1u1 ,,,,,u u, 11~, v . ,, -	-··· T I C"'I. · n,.- . . - v- I -· ·r- I - • - - • -
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E regoff@lilind.com

	(i)	estimation on the Management's impact of audit qualification:	Nil for the reasons given at para 2(e)(ii) below
	ii)	If management is unable to estimate the impact, reasons for the same:	Response to Point (Il)(a) The Company had applied to the State authorities dual government for feed permission for manufacture of ENA through molasses as well as grain at one of its ENA Plants. Permission had been received for operating the fermentation section till 26th June 2019. Application for renewal of the said approval has been filled on 2nd April 2019 and the Company is awaiting the permission. It is expected that permission for operating the distillation section also will be received soon. In view of this the that management there is no believes impairment in value of its ENA Plant and hence the recoverable amount of the ENA Plant is not required to be estimated.
	iii)	on (i) Auditors' Comments or (ii) or(iii) above:	Refer II (a) above
I -		_,,. ·----- D. 'll'-- ,rd~1 ·.I A-	D--.J t"\U•- -• p n

v

Signatories:
CEO/Managing Director •	pt l, - .
_. • CFO	r~~
Audit Committee Chairman •	~ r:1, -
Statutory Auditor •	For M.M. Parikh & Co. ~~
	Partner
Place: Mumbai Date :July 26, 2019

Corp. Office: !ldustriol Assurance Building, 3rd Floor, Churchgote, Mumbai, Maharashtra · 400 020, Indio P +91 (22) 2283 1716/ 18 F +91 (22) 2204 6904 E tiliquor@tilind com

Regd. Office: P.O Tiloknogor, Toi. Shrirompur, Dist Ahmednogor, Maharashtra - 4 13 720, India p ... 91 (2422} 265 123 I 265 032 F +91 (2422} 265 135 E regoff@tilind.com