Tree House Education & Accessories Limited — Interim / Quarterly Report 2019

Feb 12, 2019

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February 12, 2019 To, To, To, BSE Limited The National Stock Exchange o Metropolitan Stock Phiroze Jeejeebhoy Tower India Ltd. Exchange of India Ltd. DalaI Street, Fort Exchange Plaza, C-1, Exchange Square, CTS No. 25, Mumbai - 400 001 Block G, Bandra Kurla Complex, Suren Road, Andheri (East), Mumbai - 400 093

Dear Sirs,

Sub.: utcom f h Board M in on heln F a 12 2019.Purs an R lation f SEBi anons n Disclosure Requirements) Regulations 2015.

Ref.: Scrip Code: 533540 / Symbol: TREEHOUSE

We would like to inform you that at the meeting of the Board of Directors of the company held on Tuesday, February 12, 2019, the board has considered and approved;

1. Un-audited Financial Results of the Company for the quarter ended December 31, 2018 along with Limited Review Report of the Statutory Auditors of the Company.

2. Resignation of M/s. Atul Dand & Co. as an Internal Auditor of the Company.

3. Appointment of M/s Dharmesh Parekh & Associates chartered Accountant as Internal Auditor of the Company for Quarter four (Q4) of the financial year 2018-19. (profile enclosed)

4. Authorisation of Mr. Jugal Shah Additional Director of the Company to endorse the "Agreement to Sale" and "Supplementary Agreement to Sale" entered by the company with "SHIWALAY ASSOCIATES" for RS. No.49 having City Survey No. 792, nonagricultural land situated at Atladara, Vadodara.

5. Appointment of Mrs. Amita Sachin Karia (DIN: 07068393) as additional Director in the Category of Independent Director. (profile enclosed)

6. Receipt of advance of Rs 300 lakhs against the land at Goregaon Mumbai towards legal due diligence of the property.

• 7 Surrendered of its right in immovable property at Flat No. 402, Orchid Residency and receipt of advance of Rs. 35 lakhs for surrender of Right in property subject to legal due diligence of the property.

The meeting of the Board of Directors of the Company commenced at Ila.m. and concluded at 11:30a.m.

We request you to kindly take the above information on record.

Thanking you.

The Following Is the brief profile of Mrs. Amlta Karia:

• Mrs. Amita Karia is a law graduate from the Mumbai University and Associate Member of the Institute of Company Secretaries of India (ICSl).

• She has worked in Legal & Secretarial Department of conglomerates and has experience of working with various Listed Companies engaged in manufacturing and trading activities since past few years.

• She also has vast experience in handling in various Corporate Law Compliances, Secretarial Audits and Due Diligences in diverse industries.

fill I R MESH P `!LRF KlI & .If ssOCJATES

Tree House Education & Accessories Limited Regd. Oice: 702, C Wing Moa House, Off New Link Road, Near Infinity Mall, Andheri (W), Mumbai - 400 053 CIN No. L8OIOIMH2OO6PLCI63O28

	Statement	of Unaudited	Standalone	financials	results	for the quarter	ended	December	31, 2018
												(Rs.In	Lacs)
Sr. No.	Paculars				Quarter ended					9 Months	Ended			Yearly
			Dec.31 2018		Sep 30, 2018		Dec. 31	2017	Dec.31,	2018	Dec.	31, 2017		Mar 31, 2018
			Unaudited		Unaudited		Unaudited		Unaudited		Unaudited			Audited
1)	Revenue from Operations			54		69		46		248			569	700
	Other Income			1 1		23		155		56			212	354
	TotalIncome			55 55 5		92		201		304			781	1,054
2)	Expenses
	Operating cost			14 14				16		29			184	2/8
	Employee benefits expense			21 21		21		25		66			91	118
	Financial Costs			104 104		172		30		397			360	553
	Depreciation, amortisation and Impairment			687 687		708		1,886		2,252			4014	5260
	Other expenses			71 71		46		117		184			1,850	2044
	Total expenses			897 97		953		2,074		2,928			6499	8,253
3)	Profit before exceptional items,
	and tax (1-2)			(842) (842)		(861)		(1,873)		CZ,624)			CS,718)	(7,199)
	accounted for using the equity method
4)	Exceptional items							(44)
5)	Profit before tax (3+4)			(842) (842)		(861)		(1,917)		CZ,997)			CS,949)	(10,712)
6)	Tax expenses													(1,009)
7)	Profit for the period/ year CS-6)			(842) (842)		(861)		(1,917)		(2,997)			CS,949)	(9,703)
8)	OtherComprehensive Income Comprehensive Income
	i. Items that will not be reclassified to profit or
	loss-Actuarial (Loss)/Gain
	ii. Income tax relating to items that will	not be
	reclassified to profit or loss
	Other Comprehensive Income			-
9)	TotalComprehensiveincome(7+8) (7+8)			(842) (842)		(861)		(1,917)		CZ,997)		(5,949)		Cg,703)
10)	Paid upequi sharecapital(face value capital	Rs.10 per		4,231		4,231		4,231		4,231			4,231	4,231
11)	Reserves excluding revaluation reserves													35,378
12)	Earnings per shareBefore Exceptional Items
	Basic			C I .99) (1		(2.03)		(4.43)		(6.20)		(13.51)		(17.01)
	Diluted			Cl,99) (1.		(2.03)		(4.43)		(6.20)		(13.51)		(17~01)
13)	Earnings per share Aer Exceptional Items
	Basic			(1.99)		(2.03)		(4.53)		(7.08)		(14.06)		(22.93)
	Diluted			(1.99)		(2.03)		(4.53)		(7.08)		(14.06)		(22.93)

Notes:

The unaudited financial results were reviewed by audit committee and approved at the meeting of Board of Directors of the Company held on l2th Feb, 2019.

The financial results have been reviewed by the Statutory Auditors as required under regulation 33 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Company falls within a single primary business segment viz. "Educational Services", the disclosure requirements of Indian Accounting Standard (Ind AS-108) "Segment Reporting" is not aplicable.

Previous period / year figures have been regrouped / rearranged wherever necessary to conform with the current period / year pres entation,

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Office No. 304 Sai Arcade, Above Union Bank of India, N. S. Road, Mulund (West), Mumbai - 400 080.

9 2591 7192, i|| : 9322272711 EmOiI : cOsOndeepdedhiO@gmOil.cOm

LIMITED REVIEW REPORT

To The Board of Directors Tree House Education & Accessories Ltd

• 1) We have reviewed the accompanying statement of Unaudited Financial Results (the "st at ement" ) of Tree House Education & Accessories Ltd (the "Company") for the quarter ended 3lst December, 2018. The St atement has been pre pared by the Com pany pursuant to Regu lation 3 3 of t he SEBI (List i ng Obligat ions and Disclosure Requirements) Regulations 2015 (the "Listing Regulations, 2015). The Statement is the responsibility of the Company's Management and has been approved by the Board of Directors. Our responsibility is to issue a Report on the Statement based on our review.

• 2) We conducted our review in accordance with the Standard on Review Engagement (SRE) 2400, Engagements to Review Financial Statements issued by the Institute of Chartered Accountants of India. This standard requires that we plan and perform the review to obtain moderate assurance as to whether the financial statements are free of material misstatement. The review is limited primarily to inquiries of company personnel and analytical procedures applied to financial data and thus provides less assur ance th an an au dit . We have not per for med an audit and accordingly, we do not express an audit opinion.

• 3) Attention is invited to the following observations, and notes thereon.

• 3.1 The Company has started repayment of loans availed from financial institutions during F.Y. 2018-19 which have been classified as short term borrowings. However nothing has been repaid during quarter ending 3lst December, 2018. The amount payable to financial institutions is Rs. 6676.72 lakhs as on quarter ended 3lst December, 2018.

The term loan from ICICI bank payable at Rs. 1686.17 lakhs for the quarter ended 3lst December, 2018 has been classified as NPA by the Bank The Company has already received notices under "SARFAESI" Act and therefore the said loan is treated as shortter m, , blorrowing,

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IccOuntants

The Overdraft from Hdfc Bank at Rs. 4453.46 lakhs for the quarter ended 3lst December, 2018 has been classified as NPA by the Bank, The Company has already received notices under "SARFAESI" Act and therefore the said loan is treated as short term borrowing.

The Term Loan and Overdraft facility from Kotak Mahindra Bank at Rs. 537.09 lakhs as on quarter ended 3lst December, 2018 has been classified as NPA by the Bank. The Company has already received notices under "SARFAESI" Act and therefore the said loan is treated as short term borrowing.

The Company has disposed off its investment held in M T Infrastructure Pvt. Ltd The part payment of Rs 30.00 lakhs received against the said sate has been held in separate account by HDFC Bank. Similarly the Company has received advance of Rs. 260.00 lakhs against sale of school building at Baroda which is also held by HDFC Bank in separate account, since the company's accounts are classified as NPA. The HDFC Bank has informed the Company that the said amount of Rs. 290.00 lakhs shall be adjusted against principal outstanding. The Company has therefore classified the said separate account with HDFC Bank under the grouping of Loans Liabilities. Also the Company has received advance of Rs. 300.00 lakhs against land at goregaon, subject to legal due diligence of the property which is also held by HDFC Bank in the said separate account.

The Company has surrendered its right in immoveable property at Flat No 402, Orchid Residency and has received advance of Rs. 35.00 lakhs for Surrender of Right subject to legal due diligence of the property.

In respect of unsecured loans, management is of the view that the carrying amount of unsecured loans represents the true and fair view of the indebtedness of the Company.

• 3.2 The Company has discontinued most of the centers operated by the Company and have converted some of them into franchise. The fixed assets including furniture & fixtures, teaching equipments and leasehold improvements located at these centers are identified into those lying at closed centers, franchise centers and own centers in a phased manner. The management is in the process of verifying the assets lying at franchise centers.

Office No. 304, Sai Arcade, Above Union Bank of India, N. S. Road, Mulund (West), Mumbai - 400 080. 9 2591 7192, iff$ : 9322272711 Email : casandeepdedhia@ gmail.corn

• 3.3 In resped of deposit given to Janodhar Shikshak Prasarak Mandal, the Company has filed complaint before Economic Offence Wing-I, Navi Mumbai for recovery of the said deposit. En view of pending proceedings the deposit recoverable from Janodhar Shikshak Prasarak Manda! is neither written off nor impaired in books of accounts.

• 3.4 Confirmation letters have been sent by the company to sundry creditors and parties to whom loans & advances have been granted for confirming the balances lying in their ledger accounts in books of the Company. The balances under these heads have been shown as per books of accounts and are subject to reconciliation and adjustment, if any.

• Based on our review conducted as explained in paragraph 1 and 2 and our observations in paragraph 3 above, which highlighted material uncertainties, the impact of which is currently not ascertainable, nothing has come to our attention that causes us to believe that the accompanying Statements has not been prepared in all material respects En accordance with the END AS and other recognized accounting practices & policies, and has not disclosed the information required to be disclosed in terms of Regulation 33 of the Listing Regulations, 2015, including the manner in which it is to be disclosed, or that it contains any material misstatement.

For S. Dedhia & Co. Chartered Accountants F.R.N. 0117695W ` : CA Sandeep Dedhia Proprietor M. No. 102606

Date : 12/02/2019 Place : Mumbai