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UNO Minda Limited — Annual Report 2021
Jun 13, 2021
61248_rns_2021-06-13_a16c17b8-ff6b-4306-93df-2ad08a37507d.pdf
Annual Report
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Minda Industries Ltd.
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Ref. No. Z-IV/R-39/D-2/NSE/207 & 174 Date : 13/06/2021
| National Stock Exchange oflndia Ltd. | BSE Ltd. |
|---|---|
| Listing Deptt., Exchange Plaza, | Regd. Office: Floor -25, |
| Bandra Kurla Complex, Bandra (E), | Phiroze Jeejeebhoy Towers, |
| Mumbai -400 051 | Dalal Street, Mumbai-400 001. |
| NSE Scrip: MINDAIND | BSE Scrip: 532539 |
Sub:-Outcome of the Board Meeting
-
- Audited Financial Results (Standalone & Consolidated) for the Quarter and Year ended 31 March 2021
-
- Recommendation of final dividend
-
- Fund Raising upto Rs.700 Crores through issue of securities
-
- Approval of Postal Ballot Notice.
-
- Inveslment in equity shares of Minda Onkyo India Private Limited, Joint Venture Company
-
- Investment in Harita Fehrer Ltd. by acquisition of shares from F. S. Fehrer Automotive GMBH, Germany, JV partner
-
- Restructuring of following overseas step down subsidiaries of the Company
- a) CH-Signalakustics GmbH
- b) Clarton Hom-Morocco SARL
Dear Sir(s),
We wish to inform that at meeting of the Board of Directors of the Company held today i.e. Sunday, 13 June, 2021, the following matters were approved by the Board: -
-
- Audited Financial Results (Standalone & Consolidated) for the quarter and year ended on 31 March, 2021.
-
- Final dividend of Rs. 0.50 per equity share on the face value of Rs. 2 each i.e. 25% to the equity shareholders for the year ended on 31 March, 2021, subject to the approval of the shareholders at the Annual General Meeting. The Interim dividend of Rs. 0.35 per share on the face value of Rs. 2 each i.e.17.50% was paid to the equity shareholders during the quruier ended on 31 March, 2021, Lherefun: Lhe Lu Lal ui vi<.lt::n<.l for the financial year ended on 31 March, 2021 aggregates to Rs.0.85 per equity shares ofRs.2 each i.e. 42.50%.
Pursuant to Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are enclosing herewith the following statements, duly approved/signed (Annexure I):
- a) Audited Standalone Financial Results for the quarter and year ended on 31 March 2021.
- b) Auditors' Report on the Audited Standalone Financ· 1><'<'":tUi-� the quarter and year ended on 31 March, 2021.
Contd ... P/2

MINDA INDUSTRlliS LTD. (Corporate) Villago Nawada Fatohpur, P.O. Sikandorpur Bodda, Manosar, Distt. Gurgaon, Haryana - 122004, INDIA. T: +91 124 2290427/28, 2290693/94/96 Fax: +91 124 2290676/95, Email - [email protected], www.unominda.com, Regd. Office : B-64/1, Wazirpur Industrial Area, Delhi-110052, CIN : L7 4899DL l 992PLC050333
- c) Audited Consolidated Financial Results for the quarter and year ended on 31 March 2021.
- d) Auditors' Report on the Audited Consolidated Financial Results for the quarter and year ended on 31 March, 2021.
- e) Declaration for unmodified opinion in terms of Regulation 33(3)(d) as amended by SEBI (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2016 for both Audited Standalone and Consolidated Financial Results for the Quarter and Year ended on 31 March, 2021.
3) Fund Raising upto Rs. 700 Crores through issue of securities.
Board considered the proposal for fund raising upto Rs. 700 Crores, to be used, as a part of the growth strategy and to augment the long-term resources of the company for meeting funding requirements of its business activities and general corporate and other financial obligation.
Board gave its in-principle approval subject to approval of shareholders ,to issue such number of Equity Shares, global depository receipts ("GD Rs"), American depository receipts ("ADRs"), foreign currency convertible bonds ("FCCBs"), other financial instruments convertible into Equity Shares (including warrants or otherwise, in registered or bearer form), any security convertible into Equity Shares with or without voting/special rights, securities linked to Equity Shares and/or securities with or without detachable warrants with right exercisable by the warrant holders to convert or subscribe to Equity Shares, including the issue and allotment of Equity Shares pursuant to a green shoe option, if any (all of which are hereinafter collectively referred to as "Securities") or any combination of Securities, up to Rs. 700 Crores (Rupees Seven Hundred Crores only) or equivalent thereof in one or more foreign currency and/or Indian rupees, inclusive of such premium as may be fixed on such Securities by offering the Securities in one or more countries through public issue(s) of prospectus, private placement(s), follow on offer or a combination thereof at such time or times, at such price or prices, at a discount or premium to market price or prices in such manner and on such terms and conditions including security, rate of interest, etc., in one or more tranches, whether Indian rupee denominated or denominated in foreign currency, and/or by way of a public or private placement including but not limited to Qualified Institutions Placement ("QIP") such number of equity shares, or any other equity related instrument of the Company including to Domestic / Foreign Investors / Institutional Investors/Foreign Institutional Investors, non-resident Indians, Indian public, Individuals, Companies / Corporate Bodies ( whether incorporated in India or abroad), Mutual Funds, Banks, Insurance Companies, Pension Funds, Venture Capital Funds, Financial Institutions, Trusts, Qualified Institutional Buyers, whether shareholders of the Company or not, through a public issue and/or on a private placement basis and/or qualified institutional placement, and /or preferential issue and/or other kind of public issue and /or private placement or through a combination of the foregoing as may be deemed appropriate by the Board at its absolute discretion to strengthen the overall capital structure of the company.
4) Postal Ballot Approval
The Postal Ballot Notice, as approved by the Board, is to be sent to the shareholders of the company for the following matters:
- a) Fund Raising upto Rs. 700 Crores in one or more tranches through issue of securities,
- b) Regularisation of the appointment of Mr. Ravi Mehra (DIN: 01651911) as Director of the Company liable to retire by rotation.
- c) Regularisation of the appointment of Mr. Ravi Mehra (DIN: 01651911) as Whole Time Director Designated as Deputy Managing Director of the Company with effect from 1st April, 2021 to hold office for a tenure of 3 years, liable to retire by rotation.
- d) Re-appointment of Ms. Pravin Tripathi (DIN: 06913463) as an Independent Director of the Company for a second term of two years i.e. with effect from 6 February, 2021 to 05 February, 2023.
- e) Re-appointment of Mr. Krishan Kumar Jalan (DIN: 01767702) as an Independent Director of the company for a second term of two years i.e. w.e.f. 16th May, 2021 to 15 May, 2023.
5) Investment in equity sbares of Minda Onk.yo India Private Limited, Joint Venture Company.
Board approved to subscribe 68,00,000 equity shares of Minda Onkyo India Private Limited (Minda Onkyo) of the face value of Rs. l O (Rupees Ten) at par under right issue, aggregating to Rs. 6.80 Crore (Rupees Six Crore Eighty Lacs).
Minda Onkyo is a 50:50 joint venture company in which 50% stake is held by Onkyo Sound Corporation, Japan and 50% stake is held by Minda Industries Limited. Minda Onkyo is engaged in manufacturing, design and sales of speakers & related audio technologies.
Pursuant to the Regulation 30 of SEBI (LODR} Regulations, 2015 read with SEBI Circular No. CIR/CFD/CMD/4/2015 dated 9 September, 2015, the requisite details against the aforesaid matter is attached as Annexure-11, to this letter.
6) Investment in Harita Fehrer Ltd. by acquisition of shares from F. S. Fehrer Automotive GMBH, Germany, JV partner
Harita Fehrer Ltd. (hereinafter called as "HFR") a Joint Venture between Harita Seating Systems Limited ("HSSL") and F.S. Fehrer Automotive GmbH ("Fehrer"). HSSL and Fehrer held 51% and 49% equity stake in the Company respectively. Upon merger of Harita with Minda Industries Ltd (Minda) being effective from April 1, 2021, Minda has become the shareholder of the HSSL and now holds 51 %.
Contd ... P/4
HFR is engaged in the business of manufacturing of seats to the automotive industry, offering moulded foam, armrest, headrests, two, three wheeler seats, polyurethane composites, spring aids and bump stops.
Board approved the purchase of 49% stake of HFR, comprising of 98,48,040 (Ninety Eight Lacs Forty Eight Thousand Forty) equity share of face value Rs.10 each, from its existing shareholder F.S. Fehrer Automotive GmBH for a total consideration of Rs.115 Crores (Rupees One Hundred Fifteen Crores). Post acquisition, HFR will become wholly owned subsidiary of the Company. The expected date of completion is on or before 30 November, 2021.
Pursuant to the Regulation 30 of SEBI (LODR) Regulations, 2015 read with SEBT Circular No. CIR/CFD/CMD/4/2015 dated 9 September, 2015, the requisite details against the aforesaid matter is attached as Annexure-III, to this letter
7) Restructuring of following overseas step down wholly-owned subsidiaries of the Company
The Board approved restructuring of following overseas step down subsidiaries of the Company.
a) CH-Signalkustics, Overseas Step Down wholly-owned Subsidiary of the company
CH-Signalkustics is purely a marketing company and rendering marketing services to Clarton Hom. As the marketing will be shifted to other company in group, as such CH-Signalkustics, will cease as a separate legal entity which will save annual costs on accounting, legal services, better control on costs and resources.
b) Clarton Horn-Morocco, Overseas Step Down wholly-owned Subsidiary of the company
As the existing customers are now being directly served by Clarton, Spain, hence Clarton Hom-Morocco will cease as a separate legal entity which will save annual costs on facility maintenance, accounting and legal services.
Pursuant to the Regulation 30 of SEBI (LODR) Regulations, 2015 read with SEBI Circular No. CIR/CFD/CMD/4/2015 dated 9 September, 2015, the requisite details against the aforesaid matter is attached as Annexure-IV, to this letter
The meeting commenced at 12.35 pm and concluded at 6.45 pm.
These aforesaid results are also being made available on the website of the company at www.unominda.com
It is for your information and records please.
Thanking you.
Yours faithfully, For MINDA INDUSTRIES LTD. Tarun �f< Kumar t vo..-,/� Srivastava Company Secretary & Compliance Ul,Het�.-,,,
Encl: As above.

MINDA INDUSTRIES LIMITEDREGD. OFFICE : B-64/1, WAZIRPUR INDUSTRIAL AREA, DELHI-110052 STATEMENT OF AUDITED STANDALONE FINANCIAL RESULTS FOR THE QUARTER AND YEAR ENDED 31 MARCH 2021
$-5-$
| Quarter ended | (Rs. in Crore except per share data)Year ended | |||||
|---|---|---|---|---|---|---|
| PARTICULARS | 31-Mar-21 | 31-Dec-20 | 31-Mar-20 | $31-Mar-21$ | 31-Mar-20 | |
| (Audited)(Refer note 12) | (Unaudited) | (Audited)(Refer note 12) | (Audited) | (Audited) | ||
| $\mathbf{1}$ | Income | |||||
| (a)Revenue from operations | 1,306.11 | 1,193 17 | 827.02 | 3,700.64 | 3.524.72 | |
| (b)Other income | 4.16 | 7.01 | 16.82 | 54.62 | 64.85 | |
| Total income | 1,310.27 | 1,200.18 | 843.84 | 3,755.26 | 3,589.57 | |
| 2 Expenses | ||||||
| (a)Cost of materials consumed | 733.65 | 626.29 | 389.29 | 1,994.40 | 1.837.99 | |
| (b)Purchases of stock-in trade | 121.10 | 178,70 | 128.02 | 465.47 | 472.79 | |
| (c)Changes in inventories of finished goods, stock-intrade and work-in-progress | 4.85 | (23.50) | 10,53 | (38.51) | (20.63) | |
| (d)Employee benefits expense | 153,40 | 134,31 | 112.54 | 484.05 | 475.18 | |
| (e)Finance cost | 7.00 | 10.77 | 11.74 | 38.53 | 49.02 | |
| (f)Depreciation and amortisation expense | 51.76 | 48.09 | 41.55 | 177.85 | 156.10 | |
| (g)Other expenses | 147.71 | 143.00 | 127.28 | 456.03 | 464.06 | |
| Total expenses | 1,219.47 | 1,117.66 | 820.95 | 3,577.82 | 3,434,51 | |
| 3 Profit/(loss) before exceptional items and tax | 90.80 | 82.52 | 22.89 | 177.44 | 155.06 | |
| 4 Exceptional items (Refer note 4) | (10.00) | w | (17.19) | (10.00) | (42.75) | |
| 5 | Profit/(Loss) from continuing operations after exceptionalitems but liefore taxes | 80.80 | 82.52 | 5.70 | 167.44 | 112.31 |
| 6 Tax expense | 24.51 | 21.43 | 2.77 | 48.47 | 23.14 | |
| a) Current Tax | 16.89 | 12.75 | 2.08 | 31.73 | 25 23 | |
| b) Deferred Tax | 7.62 | 8.68 | 0.68 | 16.73 | (2.09) | |
| 7 Net profit $/$ (loss) for the period after taxes $(A)$ | 56.29 | 61.09 | 2.93 | 118.98 | 89.17 | |
| 8 Total other comprehensive income for the period (B) | 6.99 | (1.83) | (0.65) | 2.66 | (3.80) | |
| (a)(i) Items that will not be reclassified to profit or loss | 10.67 | (2.87) | (1.42) | 3.95 | (5.69) | |
| (ii) Income-tax relating to items that will not bereclassified to profit & loss | (3.68) | 1.05 | 1.18 | (1.29) | 2.31 | |
| (b)(i) Items that will be reclassified to profit or loss | ×. | (0.41) | L. | (0.41) | ||
| (ii) Income-tax relating to items that will bereclassified to profit & loss | A | ÷ | ||||
| 9 Total comprehensive income for the period $(A + B)$ | 63.28 | 59.26 | 2.28 | 121.64 | 85.37 | |
| 10 Paid up equity share capital11 Other Equity | ÷. | |||||
| 12 Earnings per share (Face value Rs. 2 each) (not annualised) | 1,593.45 | 1,296.97 | ||||
| a | Earning per share continued operations (face value Rs. 2 each)(not annualised) | |||||
| a) Basic (in Rs.) | 2.07 | 2.25 | 0.11 | 4.45 | 3.40 | |
| b) Diluted (in Rs.) | 1.98 | 2.15 | 0.11 | 4.27 | 3,25 | |
| h Earning per share discontinued operations (face value Rs. 2) | ||||||
| each) (not annualised) | ||||||
| a) Basic (in Rs.) | ٠ | w. | ٠ | |||
| b) Diluted (in Rs.) | $\overline{a}$ | ω, | ¥, | |||
| c Earnings per share (Face value Rs. 2 each) (not annualised) | ||||||
| a) Basic (in Rs.) | 2.07 | 2.25 | 0.11 | 4.45 | 3,40 | |
| b) Diluted (in Rs.)13 Debt Equity Ratio | 1.98 | 2.15 | 0.11 | 4.27 | 3.25 | |
| 14 Debt Service Coverage Ratio | 0.260.52 | 0.450.56 | ||||
| 15 Interest Service Coverage Ratio | 5.35 | 3 2 9 |
MINDA INDUSRIES LIMITED Standalone Balance Sheet as at March 31, 2021
| (Rs in Crorc) | ||
|---|---|---|
| Particulars | (Audited) | As at 31 March 2021 As at 31 March 2020(Audited) |
| ASSETS | ||
| 1. Non-current assets | ||
| Property, Plant and Equipment | 1,031.78 | 823.84 |
| Capital work-in-progress | 59.77 | 199.64 |
| Right-of-use assets | 91.48 | 94 58 |
| Intangible Assets | 110, 13 | 117.27 |
| Intangible Assets Under Development | 20.83 | 19.92 |
| Goodwill on Acquisition | 31.39 | 31.39 |
| Financial Assets | ||
| (i) Investments | 1,131.93 | 1,019,86 |
| (ii) Loans | 19.92 | 17.05 |
| (iii) Others | 2.12 | 2.30 |
| Other Tax Assets | 20 64 | 34,75 |
| Other Non-current Assets | 18.78 | 37.49 |
| Total- Non current asset | 2.538.77 | 2,398.09 |
| 2. Current Assets | ||
| Inventories | 369.87 | 284.80 |
| Financial Assets | ||
| ( i) Investments | - | 23.44 |
| (ii) Trade receivables | 683,67 | 539.45 |
| (iii) Cash and cash equivalents | 74.31 | 125.27 |
| 5.16 | 13 47 | |
| (iv) Bank balances other than those included in cash and cash equivalents | ||
| (v) Loans | 0.17 | 1.70 |
| (vi) Other financial assets | 11.62 | 16.93 |
| Other current assets | l 18.91 | 103.1 I |
| Total- Current asset | 1,263.71- | 1,108.17 |
| 3. Assets held for saleTOTAL ASSETS | 3,802.48 | 7.803,514.06 |
| EQUITY AND LIABILITIES | ||
| Equity | ||
| Equity share capital | 54.39 | 52,44 |
| Other Eq ui tv | 1,593.45 | 1,296.97 |
| Total Equitv | 1,647.84 | 1,349.41 |
| LIABILITIES | ||
| 1. Non-current liabilities | ||
| Financial Liabilities | ||
| (i) Borrowings | 292.46 | 490.06 |
| (ii) Lease liabilities | 16,94 | 22.36 |
| (iii) Other financial liabilities | 29,09 | 20.86 |
| Provisions | 67.45 | 62.40 |
| Deferred tax liabilities (Net) | 17.87 | 9.94 |
| Total- Non current liabilities | 423.81 | 605.62 |
| 2. Current Liabilities | ||
| Financial Liabilities | ||
| (i) Borrowings | 221.86 | 128.42 |
| (ii) Lease liabilities | 6.62 | 7.15 |
| (iii) Trade payables | - | - |
| (a) Total outstanding dues of micro & small enterprises | 142,38 | 80.20 |
| (b) Total outstanding dues of creditors other than micro & small | 637.90 | 630,96 |
| (iv) Other financial liabilities | 638.44 | 613.13 |
| Other current liabilities | 63.06 | 77,72 |
| Provisions | 20.57 | 17.l I |
| Total- Current liabilities | 1,730.83 | 1,554.69 |
| 3. Liabilities related to assets held ror sale | - | 4.34 |
| TOTAL Equity and Liabilities | 3,802.48 | 3,514.06 |
Minda Industries LimitedStandalone Cash Flow Statement for the year ended 31 March 2021(All amounts in Indian ₹ crores, unless otherwise stated)CIN:- L74899DL1992PLC080333
| For the year coded | For the year ended | ||
|---|---|---|---|
| 31-Mar-21 | 31-Mar-20 | ||
| A | Cash flows from operating activities : | ||
| Profit before tax | 167.44 | 11231 | |
| Adjustments for: | |||
| Depreciation and amortisation | 177.85 | 156 10 | |
| Finance Costs | 38.53 | 4902 | |
| Interest income on fixed deposits | (1,99) | (3.02) | |
| Liabilities / provisions no longer required written huck | (1.26) | (0.33) | |
| Dividend income from non-current investments | (19.98) | (32.88) | |
| Share of profit from partnership firms | (8.50) | (7.40) | |
| Expenses incurred for share allotment under equity settled share based payments | 1.05 | 1.20 | |
| Unrealised (gain)/ loss on Foreign currency fluctuations (net) | 2.21 | (782) | |
| Doubtful trade and other receivables provided for | 4.47 | 0.15 | |
| MTM gain on forward contract | (0.56) | (7.08) | |
| Gain on sale/ FV of investment | (4.30) | 3.55 | |
| Impairment of investment | ۰ | 8.29 | |
| Provision for warranty | 4.24 | 6.61 | |
| Profit on sale of property, plant and equipments | (4.47) | (8.67) | |
| 187.30 | 157.71 | ||
| Operating profit before working capital changes | 354.74 | 270.03 | |
| Adjustments for working capital changes: | |||
| Occrease/ (increase) in inventories | (85.07) | (10.44) | |
| Decrease/ (increase) in trade receivables and others | (14902) | 116.71 | |
| Depresse/ (increase) in Loan non current | (2.87) | (2.88) | |
| Decrease/ (increase) in Loan current | 1.53 | (0.52) | |
| Decrease/ (increase) in other current financial assets | 5.74 | 5.48 | |
| Decrease/ (increase) in other non-current financial assets | (0.01) | 179 | |
| Decrease/ (increase) in other non-current assets | 0.10 | (0.07) | |
| Decrease/ (increase) in other current assets | (15.80) | (41.75) | |
| Increase/ (decrease) in trade payables | 69 35 | 107.72 | |
| Increase/ (decrease) in other Current financial liabilities | 3,54 | (1339) | |
| Increase/(decrease) in other current liabilities | (14.67) | 22.16 | |
| Increase/(decrease) in short-term provisions | 5.05823 | 7.53235 | |
| Increase/(decrease) in other non current financial liabilities | |||
| Increase in long-term provisions | 3 18(170.71) | (0, 24)194.45 | |
| 464.47 | |||
| Cash generated from operations | 184.03 | (3337) | |
| Income tax paidNet Cash flows from operating activities (A) | (2771)156.33 | 431.10 | |
| В. | Cash flows from investing activities | ||
| Payment for acquisition of subsidiaries and jointly controlled entities | (112.97) | (8.00) | |
| Sale/ Purchase of Current Investment | 27.74 | (17.50) | |
| Purchase of Property. Plant and Equipment | (222 B4) | (421.70) | |
| Proceeds from sale of property, plant and equipments | 10.36 | 14.22 | |
| Interest received on fixed deposits | 2.12 | 3.26 | |
| Share of profit from partnerdup furn | 8.50 | 7.40 | |
| Dividend Income on Non Current investment | 19.98 | 32.88 | |
| Decrease in deposits (with original maturity more than three months) | K.50 | (0.26) | |
| Net cash used in investing activities (B) | (298.61) | (J389, 70) | |
| c | Caslı flows from financing activities | ||
| Proceeds from issue of equity share capital | 195 | ٠ | |
| 235 31 | ÷ | ||
| Security premjum | (52.00) | ||
| Purchase of Non controlling interest | 93 44 | (96.04) | |
| Proceeds from/ (repayment of) short term borrowings | (177.64) | 205 75 | |
| Proceeds from/ (repayment of) Long term betrowings | (40.21) | (46.56) | |
| Interest paid on borrowings | (9.52) | (30.56) | |
| Olvidend paid (including corporate dividend tax) | |||
| Net cash used in financing activities (C) | 51.33 | 32,60 | |
| Net increase/ (decrease) in cash and cash equivalents(A+B+C) | (50.95) | 74.00 | |
| Cash and cash equivalents as at beginning | 125.27 | 51.27 | |
| Cash and cash equivalents as at closing | 74,31 | 125,26 | |
| Cash on hand | 0.30 | 0.61 | |
| Balances with banks: | |||
| - On Custrons accounts | 61.66 | 109.55 | |
| - on deposit accounts | 12.35 | 15.10 | |
| Cash and cash equivalents at the end of the vear | 74.31 | 125,27 |
1 The Cash Flow Statement has been prepared under the 'Indirect Method' as set out in Ind AS 7, as specified under the section 133 of the Companies Act. 2013.
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Notes on audited standalone financial results:
l) The above audited standalone financial results for the quarter and year ended 31 March 2021 have been reviewed on 13 June 2021 by the Audit Committee and approved by the Board of Directors.
These results along with the audit report of the Statutory Auditors have been filed with stock r.xchnngc,;, pummnt to Regulations 33 and 52 of the Securities and Exchange Boord of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and are available on the stock exchanges' websites, NSE website (www.nseindia.com), BSE website (www.bseindia.com) and on Company's website (www.unominda.com).
-
- These Standalone Financial Results of the Company have been prepared in accordance with the Indian Accounting Standards (Ind AS) as notified by Ministry of Corporate Affairs pursuant to Section 133 of the Companies Act 2013 read with the relevant rules issued thereunder and the other accounting principles generally accepted in India.
-
- During the quarter, the following investment was made by the Company:
- Additional 42,857,143 equity shares having face value of Rs. 10/- each in Tokai Rika Minda Private Limited a joint venture for a total consideration of Rs. 42.86 Crores thereby increasing the shareholding to 30%
| ( Rs. in Crores) | |||||
|---|---|---|---|---|---|
| Particulars | Quarterended 31March2021 | Quarterended31December2020 | Quarterended 31March2020 | Yearended 31March2021 | Yearended31March2020 |
| Acquisition Iamalgamation relatedexpenses | - | - | (7.80) | - | (33.36) |
| Impairment of investmentin Associate/ Joint VentureCompanies | (10.00) | - | (8.29) | (10.00) | (8.29) |
| Impairment of Property,plant and equipment | - | - | (1.10) | - | (1.10) |
| Total | (10.00) | - | (17.19) | (10.00) | (42.75) |
- Exceptional items consist of the following expenses:
. I
-
- The Company is engaged in the business of manufacturing of auto components including auto electrical parts and its accessories and ancillary services and there is no separate reportable business segment as per Ind AS 108 on Operating Segments.
-
- Pursuant to the Scheme of Amalgamation ('Scheme') under the provisions of Section 230 to 232 of the Companies Act, 2013, for amalgamation of Harita Limited, Harita Venu Private Limited, Harita Cheema Private Limited, Harita Financial Services Limited and Harita Seating Systems Limited (together referred to as "Transferor companies"), with Minda Industries Limited ("Transferee Company" or "the Company") as approved by the Hon'ble National Company Law Tribunal vide its order dated 01 February 2021 with the appointed date of 1 April 2019. The Company had received the certified copy of the said order on 12 March 2021 and the same had been filed with the respective Registrar of Companies on 1 April 2021. The Company has given effect to the scheme as per Ind AS 103- Business Combinations in the standalone financial results w.e.f. appointed date i.e. l April 2019 in accordance with General Circular No. 09/2019 by Ministry of Corporate Affairs dated August 21, 2019. Costs related to acquisition amounting to Rs. 20.39
Crores (including stamp duty on assets transfer) have been charged to the Statement of Profit and Loss on the appointed date. Accordingly figures of previous period/year have been restated.
Fair value of assets and liabilities recognised in respect to above business combination are as follows:
| Particulars | (TransferorCompanies)In Crores |
|---|---|
| Non Current assets (including property, plant and equipment andintangible assets) | 475.50 |
| Current assets | 66.20 |
| Borrowings | 39.90 |
| Other Assets (net of other liabilities) | 0.55 |
| Total net identifiable assets acquired | 502.35 |
| Deferred tax liability | 17.86 |
| Net worth allocated | 484.49 |
| Purchase Price | 515.88 |
| Goodwill | 31.39 |
-
- Pursuant to the Scheme of Amalgamation ( 'Scheme') under the provisions of Section 230 to 232 of the Companies Act, 2013, for amalgamation of wholly owned subsidiaries i.e. MJ Casting Limited, Minda Distribution and Services Limited, Minda Auto Components Limited and Minda Rinder Private Limited (together referred to as "transferor companies"), with Minda Industries Limited ("Transferee Company" or "the Company") as approved by the Hon 'ble National Company Law Tribunal vide its order dated 01 June 2020 with the appointed date of 1 April 2019, all the assets, liabilities, reserves and surplus of the transferor companies have been transferred to and vested in the Company with effect from this date at their carrying values. The Company had received the certified copy of the said order on 17 July 2020 and the same had been filed with the respective Registrar of Companies on I August 2020. The Company has given effect to the scheme in the standalone financial results in the previous year. (Refer note 4 above for costs related to acquisition amounting to Rs. 7.80 Crores (including stamp duty on assets transfer))
-
- The Board of directors of the Company in its meeting held on 6 February 2020, accorded its consent for the scheme of amalgamation of Minda I Connect Private Limited (Transferor Company) with Minda Industries Limited (Transferee Company) subject to necessary approval(s) of shareholders, Creditors and other approvals and sanctions by the National Company Law Tribunal (NCL T), New Delhi. Appropriate accounting treatment of the Scheme will be done post receipt ofNCLT approval.
-
- During the current quarter, Minda TG Rubber India Private Limited ("MTG") has issued fresh equity shares to Toyoda Gosei Co. Limited (other Joint venture partner) resulting in increase of their shareholding from 49.90% to 51.00% and reduction of shareholding and control of the Company from 51.00% to 49.90% resulting into loss of control. Accordingly, the appropriate accounting treatment of the Loss of control of the Company in MTG has been done and now investment in MTG is considered as an investment in Joint Venture.
-
- On 11 August 2020, the Board of Directors of the Company approved issue of97,l l,739 fully paid up equity shares of face value of Rs. 2 each (the "Rights Equity Shares") amounting to Rs. 242.79 crores at a price of Rs. 250 per Rights Equity Share (including premium of Rs. 248 per Rights Equity Share), in the ratio of 1 Rights Equity Shares for every 27 existing fully paid-up shares held by the eligible equity shareholders as on 17 August 2020, the Record date. Further, on 15 September 2020, the Rights Issue Committee of the Board of Directors approved the allotment of Rights Equity
Shares in relation to the said Rights Issue and consequently Rights issue shares were issued during the year. There is no deviation in use of proceeds from the objects stated in the Offer document for rights issue. Pursuant to IND AS 33, basic and diluted earnings per share for the previous periods have been restated for the bonus element in respect of right issue made during the year ended 31 March 2021.
-
- In vi1.:w uf lht: pandt:mic relating to COVID 19, the Company has considered internal and external iufunualiun and has performed an analysis based on current estimates while assessing the recoverability of investments, property plant and equipment, intangible assets, right-of-use assets, trade receivables, other current and financial assets, for any possible impact on the Financial Results. The Company has also assessed the impact of this whole situation on its capital and financial resources, profitability, liquidity position, internal financial reporting controls etc. and is of the view that based on its present assessment this situation does not materially impact the financial results. However, the actual impact ofCOVID- 19 on the financial results may differ from that estimated due to unforeseen circumstances and the Company will continue to closely monitor any material changes to future economic conditions.
-
- Figures for the quarter ended 31 March 2021 and 31 March 2020 represent the difference between the audited figures in respect of the full financial year and the figures of nine months ended 31 December 2020 and 31 December 2019 respectively, as restated.
-
- The Board of Directors had declared an interim dividend at the rate of Rs 0.35 per share i.e, 17.50% on equity shares and the same was paid during the current quarter. Further the Board of Directors has declared final dividend of Rs 0.50 per share i.e, 25.00% on equity shares for the FY 2020-21.
- Ratios have been computed as follows:
- a) Debt Equity Ratio =Long term debt*/ Equity
- b) Debt Service Coverage Ratio = Earnings before finance cost and tax**/ (Interest on debt+ Principal Repayment within next 12 months including short term borrowings)
- c) Interest Service Coverage Ratio =Earnings before finance cost and tax**/ Interest on debt
- d) *Long term debt comprises long term borrowings and current maturities of long term borrowings
- e) ** Earnings before finance cost and tax excluding Share of associates I joint ventures.
For Minda Industries Ltd.
nirmal kumar minda Digitally signed by nirmal kumar minda Date: 2021.06.13 18:46:00 +05'30'
Ninnal K Minda Chairman & Managing Director
Place: Gurugram (Haryana) Date: 13 June 2021
Telephone: Fax:
+91 124 719 1000 +91 124 235 8613
BS R & Co. LLP
Chartered Accountants
Building No. 10, 12th Floor, Tower-C, DLF Cyber City, Phase-II, Gurugram -122 002, India
INDEPENDENT AUDITORS' REPORT
TO THE BOARD OF DIRECTORS OF MINDA INDUSTRIES LIMITED
Report on the audit of the Standalone Annual Financial Results
Opinion
We have audited the accompanying standalone annual financial results of Minda Industries Limited (hereinafter referred to as the "Company") for the year ended 31 March 2021, attached herewith, being submitted by the Company pursuant to the requirement of Regulation 33 and 52 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ('Listing Regulations').
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone annual financial results:
- a. are presented in accordance with the requirements of Regulation 33 and 52 of the Listing Regulations in this regard; and
- b. give a true and fair view in conformity with the recognition and measurement principles laid down in the applicable Indian Accounting Standards, and other accounting principles generally accepted in India, of the net profit and other comprehensive income and other financial information for the year ended 31 March 2021.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing ("SAs") specified under section 143( 10) of the Companies Act, 2013 ("the Act"). Our responsibilities under those SAs are further described in the Auditor's Responsibilities for the Audit of the Standalone Annual Financial Results 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 together with the ethical requirements that are relevant to our audit of the financial statements 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 we have obtained, is sufficient and appropriate to provide a basis for our opinion on the Standalone annual financial results.
Emphasis of Matter
We draw attention to note 6 to the standalone annual financial results for the year ended 3 1 March 2021 which describes the overall accounting for and in particular basis for restatement of the comparatives previous periods by the Company's management consequent to the Scheme of Amalgamation ('Scheme') for amalgamation of the Company and Harita Limited, Harita Venu Private Limited, Harita Cheema Private Limited, Harita Financial Services Limited and Harita Seating Systems Limited ("collectively referred to as transferor Companies"). The Scheme has been approved by the National Company Law Tribunal ('NCLT') vide its order dated 1 February 2021 with appointed date of 01 April 2019 and a certified copy has been filed by the Company with the Registrar of Companies, Delhi, on I April 2021.
Our opinion is not modified in respect of this matter.
B S A & Co (a partnership firm with Registration No. BA612231 converted into B S R & Co. LLP (a Limited Liability Partnership with LLP Registration No AAB-8181) with effect from October 14, 2013
BS R & Co. LLP
Management's and Board of Directors' Responsibilities for the Standalone Annual Financial Results
These standalone annual financial results have been prepared on the basis of the standalone annual financial statements.
The Company's Management and the Board of Directors are responsible for the preparation and presentation of these standalone annual financial results that give a true and fair view of the net profit/ loss and olher comprehensive income and other financial information in accordance with the recognition and measurement principles laid clown in Tndian Accounting Standards prescribed under Section 133 of the Act and other accounting principles generally accepted in India and in compliance with Regulation 33 and 52 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 the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone annual financial results that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the standalone annual financial results, the Management and the Board of Directors are 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.
The Board of Directors is responsible for overseeing the Company's financial reporting process
Auditor's Responsibilities for the Audit of the Standalone Annual Financial Results
Our objectives are to obtain reasonable assurance about whether the standalone annual financial results as a whole are 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 SAs 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 these standalone annual financial results.
As part of an audit in accordance with SAs, we exercise professional judgment·and maintain professional skepticism throughout the audit. We also:
- Identify and assess the risks of material misstatement of the standalone annual financial results, 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 through a separate report on the complete set of financial statements on whether the company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.
BS R &Co. LLP
- Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures in the standalone financial results made by the Management and Board of Directors.
- Conclude on the appropriateness of the Management and 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 appropriateness of this assumption. Ifwe conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the rehite:d disclosures in the standalone annual financial results or, if such disclosures arc inadequate, to modity 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 standalone annual financial results, including the disclosures, and whether the standalone annual financial results represent the underlying transactions and events in a manner that achieves fair presentation.
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.
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.
Other Matters
-1
- a. The standalone annual financial results include the Company's share of net profit of Rs. 8.50 Crores for the year ended 31 March 2021 in respect of three partnership firms, whose financial statements have not been audited by us. These financial results have been audited by other auditors whose reports have been furnished to us by the management and our opinion on the standalone annual financial results, in so far as it relates to the amounts, included in respect of these partnership firms, is based solely on the reports of the other auditors. Our opinion is not modified in respect of this matter.
- b. The standalone annual financial results include the results for the quarter ended 31 March 2021 being the balancing figure between the audited figures in respect of the full financial year and the unaudited year to date figures up to the third quarter of the current financial year, as restated (refer note 6 to the standalone annual financial results), which were subject to limited review by us. Further, we did not review the financial information of Harita Limited, Harita Venu Private Limited, Harita Cheema Private Limited, Harita Financial Services Limited and Harita Seating Systems Limited up to the third quarter of the current year included in restated unaudited year to date figure upto the third quarter. The financial information ofHarita Seating Systems Limited has been reviewed by other auditor who expressed unmodified opinion on this financial information.
BS R & Co. LLP
c. We did not review/audit the financial information ofHarita Limited, Harita Venu Private Limited, Harita Cheema Private Limited, Harita Financial Services Limited and Harita Seating Systems Limited for the following periods included in standalone annual financial results consequent to its amalgamation with the Company with the appointed date of 1 April 2019 (refer note 6 to the standalone annual financial results):
| (Rs. in Crores) | ||
|---|---|---|
| Particulars | For the quarter ended31 March 2020 | For the year ended31 March 2020 |
| Total revenue | 71.28 | 353.74 |
| Total net profit after tax | 3.17 | 3.24 |
| Total comprehensive income | 2.71 | 2.87 |
| Total assets | 306.74 | |
| Cash outflows (net) | (17.17) |
These financial information/ statements were audited by other auditors, as adjusted for the accounting effects of the Scheme recorded by the Company (in particular, the accounting effects oflnd AS 103 'Business Combinations') and other consequential adjustments, which have been audited by us. Our opinion is not modified in respect of this matter.
For BS R& Co. LLP Chartered Accountants
Firm's Registration No: 101248W/W-100022
RAJIV GOYAL Digitally signed by RAJIV GOYAL Date: 2021.06.13 18:57:37 +05'30'
Place: Gurugram Date: 13 June 2021 Rajiv Goyal Partner Membership Number: 094549 ICAI UDIN: 21094549AAAADB3787
MINDA INDUSTRIES LIMITED
REGD. OFFICE: 8-64/1, WAZIRPUR INDUSTRIAL AREA, DELHI-I 10052 STATEMENT OF AUDITED CONSOLIDATED FINANCIAL RESULTS FOR THE QUARTER AND YEAR ENDED 31 MARCH 2021
| (Rs. In Crou �t:�pt p�r .�ltnr11 llmn) | ||||||
|---|---|---|---|---|---|---|
| Quarter ended | Year ended | |||||
| PARTICULARS | 31-Mar-21 | 31-Dec-20 | 31-Mar-20 | 31-Mar-21 | 31-Mar-20 | |
| (Audited) | (Unaudited) | (Audited) | (Audited) | |||
| fRerer note 121 | (Rerer note 12) | (Audited) | ||||
| I Income | ||||||
| Rc'cnuc from opcra.tion3(n) | 2,2)0,27 | 2,0)1 18 | 1,497 7� | G,J7J 74 | G,222.03 | |
| (b)Other income | 8,90 | 16 63 | 14 01 | 47 03 | 40.49 | |
| Total income | 2,247.17 | 1,047,Xl | 1,�11.76 | 6,410, 77 | 6,262.52 | |
| 2 Expenses | ||||||
| (a)Cost of materials consumed | 1,273.69 | 1,083 04 | 718 84 | 3,456 43 | 3,214,72 | |
| (b)Purchases of stock-in trade | 166,62 | 20292 | 181.65 | 528 76 | 6lJ 28 | |
| (c)Changes in inventories of finished goods, stock- | ||||||
| in trade and work-in-progress | (35,96) | (46 35) | 4.03 | (65 90) | (17,72) | |
| (d)Employee benefits expense | 296,51 | 272 40 | 235,18 | 981.69 | 943,83 | |
| (e)Finance costs | 15.11 | 19 99 | 21,96 | 73 65 | 94,17 | |
| Depreciation and amortisation expense(f) | 107.15 | 100 36 | 89.47 | 375 30 | 340,07 | |
| (g)Other expenses | 235,82 | 240 30 | 218,17 | 747 77 | 796,12 | |
| Total expenses | 2,058.94 | 1,872.66 | 1,469.29 | 6,097.70 | S,984.47 | |
| 3 Profit/(loss) berore share or profit/(loss) or associates | ||||||
| I joint ventures. exceptional items and tax: | 188.23 | 175.15 | 42.47 | 323.07 | 278,05 | |
| 4 Exceptional items (Refer note 4) | 1.73 | (8 90) | ||||
| 5 Profit/(loss) after nceptional items but berore share | l 73 | (34.46) | ||||
| or prorit/(1055) or associates / joint ventures and taxes | 189.96 | |||||
| 175.15 | 33,57 | 324.80 | 243.59 | |||
| 6 Tax expense | 47.61 | 47.42 | 14.65 | |||
| a) Current tax | 46.43 | 43.32 | 21,18 | 100.5398 29 | 68.62 | |
| b) Deferred tax | I 18 | 4.10 | (6.53) | 2 24 | 93,63(25 01) | |
| 7 Net profit /(loss) ror the period after taxes but before | ||||||
| share or prorit/(loss) or associates / joint ventures | 142.35 | 127.73 | 18.92 | 224.27 | 174.97 | |
| 8 Share of profit/(loss) of associates / joint ventures | ||||||
| 21 49 | 8 87 | (0 28) | 24.17 | 12.97 | ||
| 9 Net profot/(loss) orter shace or profot/(loss) or | ||||||
| associates/ joint ventures (A) | 163.84 | 136,60 | 18.64 | 248.44 | 187.94 | |
| 10 Other comprehensive income for the Period (B) | 8.45 | 3.39 | 1.31 | 14.75 | (2.13) | |
| (a) (i) Items that will not be reclassified to profit or loss | 8.89 | (2 25) | (2.47) | 3.77 | (7.77) | |
| (ii) Income-lax relating to items that will not be | (3.24) | 0.89 | l.55 | (1 26) | 2 84 | |
| reclassified to profit & loss | ||||||
| (b) (i) Items that will be reclassified to profit or loss(ii) Others | (l.18) | 4 75 | 2 23 | 8 26 | 2,80- | |
| 3,98 | 3 98 | |||||
| 11 Total comprehensive income for the Period (A+ B) | 172.29 | 139.99 | 19.95 | 263.19 | 185.81 | |
| 12 Profit for the period attributable to: | ||||||
| (a)Owners ofMnda Industries Limited | 140.32 | 115.38 | 13.10 | 206.63 | 155.18 | |
| (b)Non�ntrolling interests13 Other comprehensive income 11.ttributable to: | 23.52 | 21.22 | 5.54 | 41.81 | 32.76 | |
| (a)Owners of Minda Industries Limited | ||||||
| (b)Non-controlling interests | 8,73 | 3.11 | 1.29 | 14.31 | (1.93) | |
| 14 Total CGmprehensive income attributable to: | (0.28) | 0,28 | 0.02 | 0.44 | (0.20) | |
| (a)Owners or Minda Industries Limited | 149.05 | 118.49 | 14.39 | |||
| (b)Non-controlling interests | 23.24 | 21.50 | S.56 | 220.94 | 153.25 | |
| 42.25 | 32.56 | |||||
| 15 Paid up equity share capital (Face value Rs 2 per | 54 39 | 52 44 | ||||
| 16 Other Equity | 2,202.18 | 1,808 64 | ||||
| 17 Earnings per share (Face value Rs 2 each) (not | ||||||
| annualised) | ||||||
| a) Basic (in Rs ) | 5.16 | 4,24 | 0 50 | 7 73 | 5 92 | |
| b) Diluted (in Rs ) | 4,94 | 4,06 | 0 48 | 7 41 | 5 65 | |
| 18 Debt Equity Ratio | 0 29 | 0 45 | ||||
| 19 Debt Service Coverage Ratio | 0 68 | 0 66 | ||||
| 20 Interest Service Covera!le Ratio | 5 41 | J.59 |
- 1.s-
MINDA INDUSRIES LIMITED Consolidated Balance Sheet as at March 31, 2021
| As at 31-Mar-2021 | (Rs in Crore)As at 31-Mar-2020 | |
|---|---|---|
| Particulars | (Audited) | (Audited) |
| ASSETS | ||
| I. Non-current assets | ||
| Property, Plant and Equipment | 2,050.65 | 1,910.87 |
| Capital work-in-progress | 11194 | 340.04 |
| Right-of-use assets | 174.93 | 165 94 |
| Intangible Assets | 289.47 | 311.44 |
| Intangible Assets Under Development | 22.36 | 20.00 |
| Goodwill on Consolidation | 281.72 | 285.98 |
| Financial Assets | ||
| (i) Investments | 528.61 | 373.37 |
| (ii) Loans | 27.26 | 16.16 |
| (iii) OthersOther Tax Assets | 3.70 | 10.28 |
| 26.17 | 48.07 | |
| Other Non-current AssetsTotal- Non current asset | 39.27 | 52.76 |
| 3,556.08 | 3,534.91 | |
| 2. Current Assets | ||
| Inventories | 750.56 | 609.52 |
| Financial Assets | ||
| (i) Investments | 1.56 | 24.95 |
| (ii) Trade receivables | 1,198.82 | 863.24 |
| (iii) Cash and cash equivalents | 205.61 | 263.67 |
| (iv) Bank balance other than those included in cash and cash | ||
| equivalents | 32.57 | 77.24 |
| $(v)$ Loans | 2.94 | 6.27 |
| (vi) Others Current Financial Assets | 27.28 | 39.88 |
| Other current assets | 202.01 | 153.68 |
| Total- Current asset | 2.421.35 | 2.038.45 |
| 3. Assets held for sale | 7.49 | |
| TOTAL ASSETS | 5.977.43 | 5,580.85 |
| EQUITY AND LIABILITIES | ||
| EquityEquity share capital | ||
| Other Equity | 54.39 | 52.441,808,64 |
| Equity attributable to owners of the Company | 2.202.182.256.57 | 1.861.08 |
| Non-Controlling Interest | 306.45 | 282.84 |
| Total Equity | 2.563.02 | 2,143.92 |
| LIABILITIES | ||
| 1. Non-current liabilities | ||
| Financial Liabilities | ||
| (i) Borrowings | 539.12 | 780.32 |
| (ii) Lease liabilities | 90.55 | 98.06 |
| (iii) Trade payables(iv) Other financial liabilities | 0.50 | |
| 89.57 | 75.13 | |
| Provisions | 135.07 | 124.77 |
| Deferred tax liability (net)Total- Non current liabilities | 29.93 | 41.021,119.80 |
| 884.24 | ||
| 2. Current Liabilities | ||
| Financial Liabilities | ||
| (i) Borrowings | 313.78 | 237.95 |
| (ii) Lease liabilities | 20.16 | 18.76 |
| (iii) Trade payables | ×. | |
| (a) Total outstanding dues of micro & small enterprises | 181.68 | 100,32 |
| (b) Total outstanding dues of creditors other than micro & | ||
| small enterprises | 1,108.11 | 1,018.18 |
| (iv) Other financial liabilities | 757.37 | 783.25 |
| Other current liabilities | 110.03 | 121.17 |
| Provisions | 39.04 | 33.16 |
| Current tax liabilities (net) | ||
| Total- Current liabilities | 2,530.17 | 2.312.79 |
| Liabilities related to assets held for sale | 4.34 | |
| TOTAL Equity and Liabilities | 5,977.43 | 5,580.85 |
| For the year ended | For the year ended | ||
|---|---|---|---|
| 31-Mar-21 | 31-Mar-20 | ||
| A | Cash flows from operating activities: | ||
| Profit before tax | 324.BO | 243.59 | |
| Adjustments for: | |||
| Depreciation and amortisation | |||
| Finance Costs | 375.30 | 340.07 | |
| Interest income on fixed deposits | 73.65 | 94.17 | |
| Liabilities / provisions no longer required written back | (5.85) | (9.60) | |
| Expenses incurred for share allotment under equity settled share based payments | (321) | (1.40)1.20 | |
| Unrealised (gain)/ loss on Foreign currency fluctuations (net) | 1.05(2.73) | 27.94 | |
| MTM gain on forward contract | |||
| Doubtful trade and other receivables provided for | (0.56)4.73 | (7.100)4.76 | |
| Gain/ FV on investment | (4.30) | 3.55 | |
| Provision for warranty | 15 10 | 13.92 | |
| 2 50 | 7,87 | ||
| Profit on sale of property, plant and equipments | 455.68 | 475.411 | |
| Operating profit before working capital changes | 780.48 | 718.99 | |
| Adjustments for working capital changes: | |||
| Decrease/ (increase) in inventories | (141.04) | 11.29 | |
| Decrease/ (increase) in trade receivables and others | (340.37) | 265.41 | |
| Decrease/ (increase) in loan current | (11.09) | (3.42) | |
| Decrease/ (increase) in loan non current | 333 | 7.56 | |
| Occurrency (increase) in other current financial assets | 11.75 | 2.46 | |
| Decrease' (increase) in other non-current financial assets | 191 | (0.31) | |
| Occross/ (increase) in other non-current assets | 7.21 | 15.67 | |
| Occidase/ (increase) in other current assets | (48.33) | 4.86 | |
| (narrase/ (degreese) in nade payables | 174.02 | 93.92 | |
| Increase/ (depresse) in other Current fauncial liabilities | (24.56) | 16.33 | |
| (11.13) | 33.27 | ||
| Increase/(decrease) in other current liabilities | 5.86 | 7.77 | |
| LECTERIN/(decrease) in short-term provisions | 14.44 | (10.02) | |
| Lacrease/(decrease) in other non current financial liabilities | 7,23 | 1.59 | |
| Increase in long-term provisions | (350.77) | 446.38 | |
| Cash generated from operations | 429 71 | 1.165 37 | |
| Income tax paid | [87.00] | 1116821 | |
| Net Cash flows from operating activities (A) | 342.71 | 1,048.55 | |
| B. | Cash flows from investing activities | ||
| Payment for acquisition of subsidiaries and jointly controlled entities | (155, 60) | (176.80) | |
| Sale/ Purchase of Investment | 27.68 | (17.50) | |
| Purchase of Property, Plant and Equipment | (29905) | (606.81) | |
| Proceeds from sale of property, plant and equipments | 10 97 | 15.47 | |
| Interest received on fixed deposits | 5 93 | 10.21 | |
| Decrease in deposits (with original maturity more than three months) | 49 10 | (59, 79) | |
| Net cash used in investing activities (B) | (360.97) | (835, 22) | |
| C. | Cash flows from financing activities | ||
| Proceeds from issue of equity share capital | 12 29 | ||
| Security premium | 238.40 | ||
| Purchase of Non controlling interest | (52.00) | ||
| Proceeds from/ (repovment of) short term borrowings | 75 83(221.84) | (142.79)181,71 | |
| Proceeds from/ (repsyment of) Long term borrowings | (74.31) | (90.85) | |
| Interest paid on borrowings | (1861) | (43.97) | |
| Dividend paid (including corporate dividend tax) | |||
| Net cash used in financing activities (C) | (40.24) | (95.90) | |
| Net increase/ (decrease) in cash and cash equivalents(A+B+C) | (58, 50) | 117.43 | |
| Foreign currency translation adjustment | 0.44 | 2.78 | |
| Cash and cash equivalents pursuant to acquisition | 22 58 | ||
| Cash and cash equivalents as at beginning | 263.67 | 120.88 | |
| Cash and cash equivalents as at closing | 205.61 | 263.67 | |
| Cash on hand | 0.74 | 114 | |
| Galances with banks: | |||
| - on current accounts | 159.47 | 230.43 | |
| - on deposit accounts | 45.40 | 32.10 | |
| Cash and cash equivalents at the end of the year | 205,61 | 263.67 |
1 The Cash Flow Statement has been prepared under the 'Indirect Method' as set out in Ind AS 7. as specified under the section 133 of the Companies Act, 2013.
Notes on audited consolidated financial results:
l) The above consolidated financial results for the quarter and year ended 31 March 2021 have been reviewed on 13 June 2021 by the Audit Committee and approved by the Board of Directors.
These results along with the audit report of the statutory auditors of the Parent Company have been filed with stock exchanges, pursuant to Regulations 33 and 52 of the Securities and Exchange Board of India Listing Obligations and Disclosure Requirements) Regulations, 2015 and are available on the stock exchanges' websites, NSE website (www.nseindia.com), BSE website (www.bseindia.com) and on Group's website (www.tmominda.com).
-
- These consolidated financial results have been prepared in accordance with the Indian Accounting Standards (Ind AS) as notified by Ministry of Corporate Affairs pursuant to Section 133 of the Companies Act 2013 read with the relevant rules issued thereunder and the other accounting principles generally accepted in India.
-
- During the quarter, the following investment was made by the Parent Company:
- Additional 42,857,143 equity shares having face value of Rs. 10/- each in Tokai Rika Minda Private Limited a joint venture for a total consideration of Rs. 42.86 Crores thereby increasing the shareholding to 30%
| (Rs. in Crores) | |||||
|---|---|---|---|---|---|
| Particulars | Quarterended 31March2021 | Quarterended 31December2020 | Quarterended 31March2020 | Year ended31 March2021 | Yearended 31March2020 |
| Acquisition / amalgamationrelated expenses | - | (7.80) | - | (33.36) | |
| Impairment of Property,plant and equipment | - | - | (1.10) | - | (1.10) |
| Gain on loss of control ofsubsidiary (refer note 10) | 1.73 | - | - | 1.73 | - |
| Total | 1.73 | - | (8. 90) | 1.73 | (34.46) |
-
Exceptional items consist of the following:
-
Key numbers of standalone financial results of the Parent Company are as under:
| (Rs. in Crores) | |||||
|---|---|---|---|---|---|
| Particulars | Quarter ended | Year ended | |||
| 31 March2021 | 31 December2020 | 31 March2020 | 31 March2021 | 31 March2020 | |
| Total income | 1,310.27 | 1.200.18 | 843.84 | 3,755.26 | 3,589.57 |
| Profit before tax | 80.80 | 82.52 | 5.70 | 167.44 | 112.31 |
| Total comprehensiveincome | 63.28 | 59.26 | 2.28 | 121.64 | 85.37 |
-
The Group is engaged in the business of manufacturing of auto components including auto electrical parts and its accessories and ancillary services and there is no separate reportable business segment as per Ind AS 108 on Operating Segments.
-
Pursuant to the Scheme of Amalgamation ('Scheme') under the provisions of Section 230 to 232 of the Companies Act, 2013, for amalgamation of Harita Limited, Harita Venu Private Limited, Harita Cheema Private Limited, Harita Financial Services Limited and Harita Seating Systems Limited (together referred to as "Transferor companies"), with Minda Industries Limited ("Transferee Company" or "the Parent Company") as approved by the Hon'ble National Company Law Tribunal vide its order dated 01 February 2021 with the appointed date of l April 2019. The Parent Company had received the certified copy of the said order on 12 March 2021 and the same had been filed with the respective Registrar of Companies on 1 April 202 l. The Parent Company has given effect to the scheme as per Iml AS 103- Busim:ss Combinations in the consolidated financial results w.c.f. appointed date i.e. l April 2019 in accordance with General Circular No. 09/2019 by Ministry of Corporate Affairs dated August 21, 2019. Costs related to acquisition amounting to Rs 20.:W C:rores (including slamp duty on assets transfer) have been charged to the Statement of Profit and Loss on the appointed date. Accordingly figures of previous period/year have been restated.
Fair value of assets and liabilities recognised in respect to above business combination are as follows·
| Particulars | (TransferorCompanies alongwith its subsidiary)(In Crores) |
|---|---|
| Non Current assets (including property, plant and equipment andintangible assets) | 423.80 |
| Current assets | 94.50 |
| Borrowings | 48.20 |
| Other Assets (net of other liabilities) | (6.31) |
| Total net identifiable assets acauired | 463.79 |
| Deferred tax liability | 31.83 |
| Net worth allocated | 431.96 |
| Purchase Price | 515.88 |
| Goodwill | 83.92 |
-
- Pursuant to the Scheme of Amalgamation ('Scheme') under the provisions of Section 230 to 232 of the Companies Act, 2013, for amalgamation of wholly owned subsidiaries i.e. MJ Casting Limited, Minda Distribution and Services Limited, Minda Auto Components Limited and Minda Rinder Private Limited (together referred to as "transferor companies"), with Minda Industries Limited ("Transferee Company" or "the Parent Company") as approved by the Hon'ble National Company Law Tribunal vide its order dated 01 June 2020 with the appointed date of l April 2019, all the assets, liabilities, reserves and surplus of the transferor companies have been transferred to and vested in the Company with effect from this date at their carrying values. The Parent Company had received the certified copy of the said order on 17 July 2020 and the same had been filed with the respective Registrar of Companies on 1 August 2020. There was no impact of the above merger on profit for the previous periods and the financial position, since the amalgamation was accounted as per requirements of Appendix C to Ind AS 103 "Business Combination" under common control. (Refer note 4 above for costs related to acquisition amounting to Rs. 7.80 Crores (including stamp duty on assets transfer))
-
- The Board of directors of the Parent Company in its meeting held on 6 February 2020, accorded its consent for the scheme of amalgamation of Minda I Connect Private Limited (Transferor Company) with Minda Industries Limited (Transferee Company) subject to necessary approval(s) of shareholders, Creditors and other approvals and sanctions by the National Company Law Tribunal (NCL T), New Delhi. Appropriate accounting treatment of the Scheme will be done post receipt of NCLT approval.
-
- During the current quarter, Minda TG Rubber India Private Limited ("MTG") has issued fresh equity shares to Toyoda Gosei Co. Limited (other Joint venture partner) resulting in increase of their shareholding from 49.90% to 51.00% and reduction of shareholding and control of the Parent Company from 51.00% to 49.90% resulting into loss of control. Accordingly, the appropriate accounting treatment of the Loss of control of the Parent Company in MTG has been done and now investment in MTG is considered as an investment in Joint Venture.
-
- On 11 August 2020, the Board of Directors of the Parent Company approved issue of97,l l,739 fully paid up equity shares of face value of Rs. 2 each (the "Rights Equity Shares") amounting to Rs. 242.79 crores at a price of Rs. 250 per Rights Equity Share (including premium of Rs. 248 per Rights Equity Share), in the ratio of 1 Rights Equity Shares for every 27 existing fully paid-up shares held by the eligible equity shareholders as on 17 August 2020, the Record date. Further, on 15 September 2020, the Rights Issue Committee of the Board of Directors approved the allotment of Rights Equity Shares in relation to the said Rights Issue and consequently Rights issue shares were issued during the year. There is no deviation in use of proceeds from the objects stated in the Offer document for rights issue. Pursuant to IND AS 33, basic and diluted earnings per share for the previous periods have been restated for the bonus element in respect of right issue made during the year ended 31 March 2021.
-
- Figures for the quarter ended 31 March 202 l and 31 March 2020 represent the difference between the audited figures in respect of the full financial year and the figures of nine months ended 31 December 2020 and 31 December 2019 respectively, as restated.
-
- In view of the pandemic relating to COVID 19, the Group has considered internal and external information and has performed an analysis based on current estimates while assessing the recoverability of investments, property plant and equipment, intangible assets, right-of-use assets, trade receivables, other current and financial assets, for any possible impact on the Financial Results. The Group has also assessed the impact of this whole situation on its capital and financial resources, profitability, liquidity position, internal financial reporting controls etc. and is of the view that based on its present assessment this situation does not materially impact the financial results. However, the actual impact of COVID - 19 on the financial results may differ from that estimated due to unforeseen circumstances and the Parent Company will continue to closely monitor any material changes to future economic conditions.
-
- The Board of Directors had declared an interim dividend at the rate ofRs 0.35 per share i.e, 17.50% on equity shares and the same was paid during the current quarter. Further the Board of Directors has declared final dividend of Rs 0.50 per share i.e, 25.00% on equity shares for the FY 2020-21.
-
- Ratios have been computed as follows:
- a) Debt Equity Ratio =Long term debt*/ Equity
- b) Debt Service Coverage Ratio =Earnings before finance cost and tax**/ (Interest on debt+ Principal Repayment within next 12 months including short term borrowings)
- c) Interest Service Coverage Ratio =Earnings before finance cost and tax**/ Interest on debt
- d) *Long term debt comprises long term borrowings and current maturities of long term borrowings
- e) ** Earnings before finance cost and tax excluding Share of associates I joint ventures.
For Minda Industries Ltd.
Nirmal K Minda Chairman & Managing Director nirmal kumar minda Digitally signed by nirmal kumar minda Date: 2021.06.13 18:46:51 +05'30'
Place: Gurugram (Haryana) Date : 13 June 2021

Chartered Accountants
Building No. 10, 12th Floor, Tower-C, DLF Cyber City, Phase-II, Gurugram -122 002, India
Telephone: Fax:
+91124 719 1000 +91 124 235 8613
INDEPENDENT AUDITORS' REPORT
TO THE BOARD OF DIRECTORS OF MINDA INDUSTRIES LIMITED
Report on the audit of the Consolidated Annual Financial Results
Opinion
We have audited the accompanying consolidated annual financial results of Minda Industries Limited (hereinafter referred to as the "Holding Company") and its subsidiaries (Holding Company and its subsidiaries together referred to as "the Group"), its associates and its joint ventures for the year ended 3 1 March 2021, attached herewith, being submitted by the Holding Company pursuant to the requirement of Regulation 33 and Regulation 52 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ('Listing Regulations').
In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of reports of other auditors on separate audited financial statements / financial information of the subsidiaries, associates and joint ventures, the aforesaid consolidated annual financial results:
- a. include the annual financial results of the entities included in Annexure A
- b. are presented in accordance with the requirements of Regulation 33 and Regulation 52 of the Listing Regulations in this regard; and
- c. give a true and fair view in conformity with the recognition and measurement principles laid down in the applicable Indian Accounting Standards, and other accounting principles generally accepted in India, of consolidated net profit and other comprehensive income and other financial information of the Group for the year ended 3 l March 2021.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing ("SAs") specified under section 143( I 0) of the Companies Act, 2013 ("the Act"). Our responsibilities under those SAs are further described in the Auditor's Responsibilities for the Audit of the Consolidated Annual Financial Results section of our report. We are independent of the Group, its associates and its joint ventures in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements 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 along with the consideration of audit reports of the other auditors referred to in sub paragraph (a) of the "Other Matters" paragraph below, is sufficient and appropriate to provide a basis for our opinion on the consolidated annual financial results.
BS R&Co. LLP
Emphasis of Matter
We draw attention to note 7 to the consolidated annual financial results for the year ended 31 March 2021 which describes the overall accounting for and in particular basis for restatement of the comparatives previous periods by the Holding Company's management consequent to the Scheme of Amalgamation ('Scheme') for amalgamation of the Holding Company and Harita Limited, Harita Venu Private Limited, Harita Cheema Private Limited, Harita Financial Services Limited and Harita Seating Systems Limited ("collectively referred to as transferor Companies"). The Scheme has been approved by the National Company Law Tribunal ('NCL T') vide its order dated l February 2021 with appointed date of O l April 2019 and a certified copy has been filed by the Company with the Registrar of Companies, Delhi, on l April 2021.
Our opinion is not modified in respect of this matter.
Management's and Board of Directors' Responsibilities for the Consolidated Annual Financial Results
These consolidated annual financial results have been prepared on the basis of the consolidated annual financial statements.
The Holding Company's Management and the Board of Directors are responsible for the preparation and presentation of these consolidated annual financial results that give a true and fair view of the consolidated net profit/ loss and other comprehensive income and other financial information of the Group including its associates and joint ventures in accordance with the recognition and measurement principles laid down in Indian Accounting Standards prescribed under Section 133 of the Act and other accounting principles generally accepted in India and in compliance with Regulation 33 and Regulation 52 of the Listing Regulations. The respective Management and Board of Directors of the companies included in the Group and of its associates and joint ventures are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of each 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 the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring accuracy and completeness of the accounting records, relevant to the preparation and presentation of the consolidated annual financial results that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated annual financial results by the Management and the Directors of the Holding Company, as aforesaid.
In preparing the consolidated annual financial results, the Management and the respective Board of Directors of the companies included in the Group and of its associates and joint ventures are responsible for assessing the ability of each company 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 either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.
The respective Board of Directors of the companies included in the Group and of its associates and joint ventures is responsible for overseeing the financial reporting process of each company.
BS R & Co. LLP
Auditor's Responsibilities for the Audit of the Consolidated Annual Financial Results
Our objectives are to obtain reasonable assurance about whether the consolidated annual financial results as a whole are 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 SAs 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 tht:st: consolidated annual financial results.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
- Identify and assess the risks of material misstatement of the consolidated annual financial results, 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 through a separate report on the complete set of financial statements on whether the 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 the reasonableness of accounting estimates and related disclosures in the consolidated financial results made by the Management and Board of Directors;
- Conclude on the appropriateness of the Management and 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 appropriateness of this assumption. 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 consolidated annual financial results 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 associates and joint ventures to cease to continue as a going concern.
- Evaluate the overall presentation, structure and content of the consolidated annual financial results, including the disclosures, and whether the consolidated annual financial results represent 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 associates and joint ventures to express an opinion on the consolidated annual financial results. We are responsible for the direction, supervision and performance of the audit of financial statements/ financial information of such entities included in the consolidated financial results of which we are the independent auditors. For the other entities included in the consolidated annual financial results, which have been audited by 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. Our responsibilities in this regard are further described in para (a) of the section titled "Other Matters" in this audit report.
BS R & Co. LLP
We communicate with those charged with governance of the Holding Company and such other entities included in the consolidated annual financial results of which we are the independent auditors 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.
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.
We also performed procedures in accordance with the circular No CIR/CFD/CMD 1/44/2019 issued by the SEBI under Regulation 33(8) of the Listing Regulations, as amended, to the extent applicable.
Other Matters
(a) The consolidated annual financial results include the audited financial statements / financial information of 20 subsidiaries (including one subsidiary converted into joint venture w.e.f. 15 March 2021) whose financial statements / financial information reflect Group's share of total assets (before consolidation adjustments) of Rs. 1,170.12 crores as at 31 March 2021, Group's share of total revenue (before consolidation adjustments) of Rs. 1,673. IO crores, Group's share of total net profit after tax of Rs. 32.95 crores and Group's share of net cash inflows of Rs. 0.63 crores for the year ended on that date, as considered in the consolidated annual financial results, which have been audited by their respective independent auditors. The consolidated annual financial results also include Group's share of net profit after tax (before consolidation adjustments) of Rs. 26.92 crores for the year ended 31 March 2021, as considered in the consolidated annual financial results, in respect of 12 associates / joint ventures (including one joint venture converted from subsidiary w.e.f. 15 March 2021), whose financial statement / financial information have been audited by their respective auditors. The independent auditors' reports on financial statements / financial information of these entities have been furnished to us by the management and our opinion on the consolidated annual financial results, in so far as it relates to the amounts and disclosures included in respect of these entities, is based solely on the report of such auditors and the procedures performed by us are as stated in paragraph above.
Certain of these subsidiaries and a joint venture are located outside India whose financial statements and other financial information have been prepared in accordance with accounting principles generally accepted in their respective countries and which have been audited by other auditors under generally accepted auditing standards applicable in their respective countries. The Company's management has converted the financial statements of such subsidiaries and joint venture located outside India from accounting principles generally accepted in their respective countries to accounting principles generally accepted'.in India. We have audited these conversion adjustments made by the Company's management. Our opinion in so far as it relates to the balances and affairs of such subsidiaries and joint venture located outside India is based on the report of other auditors and the conversion adjustments prepared by the management of the Company and audited by us.
(b) The consolidated annual financial results include the unaudited financial result of one joint venture, whose financial information reflect Group's share of total net loss after tax of Rs. 4.90 crores for the year ended on that date, as considered in the consolidated annual financial results. These unaudited financial information have been furnished to us by the Board of Directors and our opinion on the consolidated annual financial results, in so far as it relates to the amounts and disclosures included in respect of this joint venture is based solely on such annual financial information. In our opinion and according to the information and explanations given to us by the Board of Directors, these financial information are not material to the Group.
Our opinion on the consolidated annual financial results is not modified in respect of the above matters with respect to our reliance on the work done and the reports of the other auditors and the financial information certified by the Board of Directors.
BS R&Co. LLP
- ( c) The consolidated annual financial results include the results for the quarter ended 31 March 2021 being the balancing figure between the audited figures in respect of the full financial year and the unaudited year to date figures up to the third quarter of the current financial year, as restated (refer note 7 to the consolidated annual financial results), which were subject to limited review by us. Further, we did not review the financial information of Harita Limited, Harita V enu Private Limited, Harita Cheema Private Limited, Harita Financial Services Limited and Harita Seating Systems Limited up to the third quarter included in restated unaudited year to date figure upto the third quarter. The financial information of Harita Seating Systems Limited has been reviewed by other auditor who expressed unmodified opinion on this financial information.
- ( d) We did nol review / audit the financial information of Harita Limited, Harita Venu Private Limited, Harita Cheema Private Limited, Harita Financial Services Limited and Harita Seating Systems Limited for the following periods included in consolidated annual financial results consequent to its amalgamation with the Company with the appointed date of 1 April 2019 (refer note 7 to the consolidated annual financial results):
| (Rs. in crores | ||
|---|---|---|
| Particulars | For the quarter ended31 March 2020 | For the year ended31 March 2020 |
| Total revenue | 71.28 | 353.74 |
| Total net profit after tax | 3.17 | 3.24 |
| Total comprehensive income | 2.71 | 2.87 |
| Total assets | 306.74 | |
| Cash outflows (net) | (17.17) |
These financial information / statements were audited by other auditors, as adjusted for the accounting effects of the Scheme recorded by the Company (in particular, the accounting effects of Ind AS 103 'Business Combinations') and other consequential adjustments, which have been audited by us. Our opinion is not modified in respect of this matter.
For B S R & Co. LLP
Chartered Accountants ICAI Firm's Registration No. 101248W/W-100022
RAJIV GOYAL Digitally signed by RAJIV GOYAL
Date: 2021.06.13 18:58:43 +05'30'
Rajiv Goyal Partner Membership No. 094549 ICAI UDIN: 21094549AAAADC1812
Place: Gurugram Date: 13 June 2021
BS R & Co. LLP
Annexure A
Minda Industries Limited
List of entities included in consolidated annual financial results:
Subsidiaries and stepdown subsidiaries:
-
- Minda Storage Batteries Private Limited, India
-
- Minda TG Rubber Private Limited, India (till 14 March 2021)
-
- Minda Katolec Electronics Services Private Limited, India
-
- Mindarika Private Limited, India
-
- Minda Kosei Aluminum Wheel Private Limited, India
-
- Minda Kyoraku Limited, India
-
- YA Auto Industries (Partnership Firm)
-
- iSYS RTS GmbH, Germany
-
- PT Minda Asean Automotive, Indonesia a. PT Minda Trading, Indonesia
-
- MI Torica India Private Limited, India a. MITIL Polymers Private Limited, India
-
- Harita Fehrer Limited, India
-
- SAM Global Pte Ltd, Singapore
- a. Minda Industries Vietnam Co. Limited, Vietnam
- b. Minda Delvis GmbH, Germany
- Delvis Solutions GmbH, Germany
Delvis Products GmbH, Germany
- c. Minda Korea Co., Ltd, South Korea
-
- Global Mazinkert S.L., Spain
- a. Clarton Hom, Spain
- b. Clarton Hom S. De R.L. De C.V., Mexico
- c. Clarton Hom Marco SRL, Morocco
- d. CH Signalkoustic GmbH, Germany
- e. Light & Systems Technical Center S.L., Spain
Joint Ventures/ Associates:
-
- Minda D-Ten India Private Limited, India
-
- Minda Onkyo India Private Limited, India
-
- Roki Minda Company Private Limited, India
-
- Denso Ten Minda India Private Limited, India
-
- Minda Erner Technologies Limited, India
-
- Minda TTE DAPS Private Limited, India
-
- Kosei Minda Mould India Private Limited, India
-
- Auto Components (Partnership Firm)
-
- Yogendra Engineering (Partnership Firm)
-
- Kosei Minda Aluminium Company Private Limited, India
-
- Minda NexGen Tech Limited, India
-
- TG Minda India Private Limited, India
-
- Tokai Rika Minda India Private Limited, India
-
- Minda TG Rubber Private Limited, India (w.e.f. 15 March 2021)
-
- Rinder Riduco, S.A.S, Columbia (Joint Venture of Global Mazinkert S.L., Spain)


Ref. No. Z-IV /R-39/D-2/NSE/207 & 174 Date : 13/06/2021
| National Stock Exchange of India Ltd. | BSE Ltd. |
|---|---|
| Listing Deptt, Exchange Plaza, | Regd. Office: Floor -25, |
| Bandra Kurla Complex, Bandra (E), | Phiroze Jeejeebhoy Towers, |
| Mumbai -400 051 | Dalal Street, Mumbai-400 001. |
| NSE Scrip: MINDAIND | BSE Scrip: 532539 |
Sub: - Declaration for Audit Report(s) with unmodified opinion
Ref: - Regulation 33(3) (d) of SEBI (LODR) Regulations, 2015
Dear Sirs,
Pursuant to Regulation 33(3) (d) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
DECLARATION is hereby given that the Statutory Auditors' Report on the Annual Standalone Audited Financial Results and Annual Consolidated Audited Financial Results for the Financial Year ended 31 March 2021 do not contain any qualifications, reservations or adverse remarks. Audit Report for the said period carry with unmodified opinion.
For and on behalf of the Board Minda Industries Ltd.
nirmal kumar minda Digitally signed by nirmal kumar minda Date: 2021.06.13 18:48:04 +05'30'
Nirmal K. Minda Chairman & Managing Director

-I
MINDA INDUSTRIES LTD. (Corporate) Village Nawada Fatehpur, P.O. Sikanderpur Bodda, Manesar, Distt. Gurgaon, - Haryana - 122004, INDIA. T: +91 124 2290427/28, 2290693/94/96 Fox: +91 124 2290676/95, Email - [email protected], www.unominda.com, Regd. Office : B-64/1, Wazirpur Industrial Area, Delhi-110052, CIN : L7 4899DL 1992PLC050333

The relevant information as required pursuant to Regulation 52(4) of the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 in respect of the Commercial Papers are as under: -
Standalone
| S.No. | Particulars | Year ended | Year ended | ||
|---|---|---|---|---|---|
| 31/03/2021 | 31/03/2020 | ||||
| a)Credit Rating and Change inCredit Rating (if any) | ICRAAl+ | ICRAAl+ | |||
| b) | Assets cover available ratio | 5.87 | 4.81 | ||
| c) | Debt Equity Ratio | 0.26 | 0.45 | ||
| d) | Debt Service Coverage Ratio | 0.52 | 0.56 | ||
| e) | Interest Service Coverage Ratio | 5.35 | 3.29 | ||
| f) | Net Worth (Rs. In crores) | 1,648 | 1,349 | ||
| g) | Net Profit after Tax (Rs. In Crores) | 119 | 89 | ||
| h) | Earnings per Share (Rs.) | 4.27 | 3.25 | ||
| Ratios have been computed as follows: | |||||
| Debt Equity Ratio = Long term debt/ Equity | |||||
| Debt Service Coverage Ratio = Earnings before, finance cost and tax/ (Interest on debt+ Principal | |||||
| Repayment within next 12 months including short term borrowings) | |||||
| Interest Service Coverage Ratio = Earnings before, finance cost and tax/ Interest on debt | |||||
| Long term debt comprises long term borrowings and current maturities of long term borrowings | |||||
| Assets cover ratio = total assets/total debts |
Due date and actual date of repayment of principal
The Company has repaid Commercial Papers on the respective due dates. The details of Commercial Papers repaid during the six months ended 31 March, 2021 or outstanding as at 31 March, 2021 are as follows: -
| ISIN | Amount (Rs. Crore) | Due date of | Actual Date of |
|---|---|---|---|
| Repayment | Repayment | ||
| INE405E14109 | 25.00 | 26 Oct, 2020 | 26 Oct, 2020 |
| INE405E14117 | 25.00 | 05 Dec 2020 | 05 Dec 2020 |
| INE405E14125 | 50.00 | 16 Jun 2021 | Not yet due |
The Commercial Papers of Rs. 50.00 Crore were outstanding as on 31 March, 2021.


MINDA INDUSTRIES LTD. (Corporate) Village Nawada Fatehpur, P.O. Sikanderpur Bodda, Manesar, Distt. Gurgaon, - Haryana - 122004, INDIA. T: +91 124 2290427/28, 2290693/94/96 Fax: +91 124 2290676/95, Email - [email protected], www.unominda.com, Regd. Office : B-64/1, Wazirpur Industrial Area, Delh i-110052, CIN : L7 4899DL 1992PLC050333

The relevant information as required pursuant to Regulation 52(4) of the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 in respect of the Commercial Papers are as under: -
For consolidated
| S.No. | Particulars | Year ended | Year ended | ||
|---|---|---|---|---|---|
| 31/03/2021 | 31/03/2020 | ||||
| a) | Credit Rating and Change in | ||||
| Credit Rating (if any) | ICRA Al+ | ICRA Al+ | |||
| b) | Assets cover available ratio | 5.74 | 4.66 | ||
| c) | Debt Equity Ratio | 0.29 | 0.45 | ||
| d) | Debt Service Coverage Ratio | 0.68 | 0.66 | ||
| e) | Interest Service Coverage Ratio | 5.41 | 3.59 | ||
| f) | Net Worth (Rs. In crores) | 2,563 | 2,144 | ||
| g) | Net Profit after Tax (Rs. In Crores) | 248 | 188 | ||
| h) | Earnings per Share (Rs.) | 7.41 | 5.65 | ||
| Ratios have been computed as follows: | |||||
| Debt Equity Ratio = Long term debt/ Equity | |||||
| Debt Service Coverage Ratio = Earnings before, finance cost and tax/ (Interest on debt+ Principal | |||||
Repayment within next 12 months including short term borrowings)
Interest Service Coverage Ratio = Earnings before, finance cost and tax/ Interest on debt Long term debt comprises long term borrowings and current maturities of long term borrowings Assets cover ratio =total assets/total debts
Due date and actual date of repayment of principal
The Company has repaid Commercial Papers on the respective due dates. The details of Commercial Papers repaid during the six months ended 31 March, 2021 or outstanding as at 31 March, 2021 are as follows: -
| ISINAmount (Rs. Crore} | Due date of | Actual Date of | |
|---|---|---|---|
| Repayment | Repayment | ||
| INE405E14109 | 25.00 | 26 Oct, 2020 | 26 Oct, 2020 |
| INE405E14117 | 25.00 | 05 Dec 2020 | 05 Dec 2020 |
| INE405E14125 | 50.00 | 16 Jun 2021 | Not yet due |
The Commercial Papers of Rs. 50.00 Crore were outstanding as on 31 March, 2021.
For Minda Industries Ltd. 0
n, ___, o.)l� ";; 1cx '-- -o D Ta un Kumar Srivastava Company Secretary & compliance Offi
ust <::-

MINDA INDUSTRIES LTD. (Corporate) Village Nawada Fatehpur, P.O. Sikanderpur Bodda, Manesar, Distt. Gurgaon, - Haryana - 122004, INDIA. T: +91 124 2290427/28, 2290693/94/96 Fax: +91 124 2290676/95, Email - [email protected], www.unominda.com, Regd. Office : B-64/1, Wazirpur Industrial Area, Delhi-110052, CIN : L7 4899DL l 992PLC050333
Disclosure under sub-para (1) [i.e. Acquisition (including agreement to acquire)] of Para A of Part A of Schedule Ill to the Regulation 30 of SEBI (Listing Regulations and Disclosure Requirements) Regulations, 2015
| S.No. | Details of events that need to be provided | |||
|---|---|---|---|---|
| a) | Name of the Target Company | Minda Onkyo India Private Limited((hereinafter called as "MOIPL") | ||
| b) | Whether the Acquisition would fall withinrelatedpartyLransm:Liuu(s)whetherpromoter/promoter group/ group companieshaveanyinterestmtheentitybeingacquired? If yes nature of interest and detailsthereof and whether the same is done at"arm's length"; | Itisarelatedpartytransaction.Theinvestment is made in MOIPL under rightissue. The acquisition will not change thestake of the Company in MOIPL. | ||
| c) | Industry to which the entity being acquiredbelongs; | Manufacturing, design and sales of speakers& related audio technologies (infotainmentsystems) for automobiles | ||
| d) | Objects and effects of acquisition (includingbut not limited to, disclosure of reasons foracquisition of target entity, if its business isoutside the main line of business of theCompany); | MOIPL1sengagedinthebusinessofManufacturing, design and sales of speakers &relatedaudiotechnologies(infotainmentsystems) for automobiles.The Board of MOIPL has issued offer letterdated May 28, 2021 for Offer to subscribe68,00,000 equity shares of face value of Rs.10/-each to be issued at its par value i.e. Rs.10/-each share of the MOIPL on right issuebasis to Minda Industries Ltd.Minda Industries Ltd. will acquire 68,00,000equity shares of face value of Rs. 10/-each tobe issued at its par value i.e. Rs. 10/- each shareof the MOIPL on right issue basis. | ||
| As both N partners will contribute in ratio oftheir present holding as such Minda IndustriesLtd. stake will remain same in MOIPL i.e.50%. | ||||
| e) | Brief detailsof anyGovernmental orregulatoryapprovalsrequiredfortheacquisition; | N .A. | ||
| f) | Indicative time period for completion of theacquisition; | The investment will be done in one month | ||
| g) | Natureof consideration-whethercashconsideration or share swap and details ofthe same; | Cash consideration | ||
| h) | Cost of acquisition or the price at which theshares are acquired;/'iuSbie'/ ,l',.o;;--�u' ) | Rs. 6,80,00,000 for acquisition of 68,00,000equity shares at price of Rs. 10/-per shares |
$-31-$
| i) | Percentage of shareholding/control acquiredand/or number of shares acquired; | 50 % |
|---|---|---|
| j) | Brief background about the entity in terms ofproducts/line of business acquired, date ofincorporation, history of last 3 yearsturnover, country in which the acquiredentity has presence and any other significantinformation (in brief); | MOIPL is engaged in the business ofManufacturing, design and sales of speakers &related audio technologies (infotainmentsystems) for automobiles.Date of Incorporation: 22/02/2017History of last 3 years' turnover:$FY$ 2020-21: Rs. 47.11 croresFY 2019-20: Rs. 59.85 croresFY 2018-19: Rs. 21.48 crores |
Rivas Paustries
Disclosure under sub-para (1) [i.e. Acquisition (including agreement to acquire)] of Part A of Schedule Ill to the Regulation 30 of SEBI (Listing Regulations and Disclosure Requirements) Regulations, 2015
| S.No. | Details of events that need to be provided | ||||
|---|---|---|---|---|---|
| a) | Name of the Target Company | Harita Fehrer Limited(Harita Fehrer Limited is an joint venturecompany in which company holds 51 % stateand F.S. Fehrer Automotive GmbH holds49%) | |||
| b) | Whether the Acquisition would fall withinrelatedpartytransaction(s)whetherpromoter/promoter group/ group companieshaveinterestin the entitybeinganyacquired? If yes nature of interest anddetails thereof and whether the same isdone at "arm's length"; | It is not a related party transaction. | |||
| c) | Industry to which the entity being acquiredbelongs; | Automotive Industry | |||
| d) | Objectsandeffectsofacquisition(including but not limited to, disclosure ofreasons for acquisition of target entity, if itsbusiness is outside the main line of businessof the Company); | Harita Fehrer Limited (HFRL) is engaged inthe business of manufacturing of seats to theautomotive industry, offering moulded foam,armrest, headrests, two-three wheeler seats,polyurethane composites, spring aids andbump stopsMinda Industries Ltd (MIL) will acquire 49%stake in the HFRL by acquiring 98,48,040 | |||
| nos.of equitysharesatanaggregateconsideration of Rs 115 crores (Rupees OneHundred Fifteen Crores).Post-acquisition HFRL will become whollyowned subsidiary of MIL. | |||||
| e) | Brief detailsof anyGovernmentalorregulatoryapprovalsrequiredfortheacquisition; | N.A. | |||
| f) | Indicative time period for completion of theacquisition; | The acquisition is proposed to becompleted by November 30, 2021 | |||
| g) | Natureof consideration-whethercashconsideration or share swap and details ofthe same; | Cash Consideration | |||
| h) | Cost of acquisition or the price at which theshares are acquired; | Rs. 115 Crores (Rupees One Hundred FifteenCrores) for acquisition of 98,48,040 equityshares | |||
| i)Percentage of shareholding/control acquiredand/or number of shares acquired; | 49% i.e. 98,48,040 equity shares of HFRL |
| j) | Brief background about the entity in termsof products/line of business acquired, dateof incorporation, history of last 3 yearsturnover, country in which the acquiredentity has presence and any other significantinformation (in brief); | Harita Fehrer Limited is engaged in thebusiness of manufacturing of seats to theautomotive industry, offering moulded foam,armrest, headrests, two-three wheeler seats,polyurethane composites, spring aids andbump stops. | ||
|---|---|---|---|---|
| The Company is operative in India only.Date of Incorporation: July 09, 2008. | ||||
| Turnover of last 3 years: | ||||
| Financial | Turnover | |||
| Year | (Rs. in Crores) | |||
| 2020-21 | 414.89 | |||
| 2019-20 | 445.22 | |||
| 2018-19 | 548.81 |
×.
Rivas le Chantries Cimite
Annexure-IV
Disclosure under sub-para (1) of Para A of Part A of Schedule Ill to the Regulation 30 of SEBI (Listing R 1 . d D" l R . ) R I . egu at1ons an 1sc osure equirements egu attons, 2015
| S.No. | Details of events that need to be provided | |||||
|---|---|---|---|---|---|---|
| a) | Details and reasons forrestructuring; | Restructuring of following overseas wholly-owned stepdown suhsidiaries of Minda Industries T .td(MTT .)a)CH-Signalkustics,b)Clarton Hom-Morocco, | ||||
| Name of entity | Turnover(Fy-2020-21) | %of ConsolidatedTurnover of MIL | ||||
| CH-Signalkustics(entire Turnover toholding co) | Eur 459259Rs. 3.58 Crs | 0.06% | ||||
| Clarton Hom-Morocco | Eur 587133Rs. 5.08 Crs | 0.08% | ||||
| Name of entity | Net-worth(Fy-2020-21) | %of ConsolidatedNet-worth of MIL | ||||
| CH-Signalkustics | Eur 146375Rs. 1.26 Crs. | 0.05% | ||||
| Clarton HomMorocco | Euro 13010Rs. 0.11 Crs | 0.005% | ||||
| a) | CH-Signalkustics,CH-Signalkusticsisentity. | OverseasStepDownwholly-owned Subsidiary of the companypurelyamarketingcompany and rendering marketing services toClarton Horn. As the marketing will be shiftedto other company in group, as such CHSignalkustics, will cease as a separate legal | ||||
| b)Clarton Horn-Morocco, Overseas Step Downwholly-owned Subsidiary of the comQany | ||||||
| ClartonHorn-Moroccoseparate legal entity. | As the existing customers are now beingdirectly served by Clarton, Spain, hencewillceaseasa | |||||
| b) | Quantitative and/ orqualitative effect ofrestructuring; | a)As | CH-Signalkustics,perrestructuringcosts and resources. | OverseasSteQDownwholly-owned Subsidiary of the companyexerciseCHSignalkustics, will cease as a separate legalentity which will save annual costs onaccounting, legal services, better control on |
|--|
| Clarton Horn-Morocco, Overseas Ste� Downb)wholly--owned Subsidia!Y of the com�any: | ||
|---|---|---|
| As per restructuring exercise Clarton HornMorocco will cease as a separate legal entitywhich will save annual costs on facilitymaintenance, accounting and legal services. | ||
| c) | Details of benefit, if any, tothe promoter/promotergroup/group companies fromsuch proposed restructuring; | This will simplify group structure and bring the efficiency ingroup operations. |
| d) | Brief details of change inshareholding pattern (ifany)of all entities | NA. As it is restructuring of step-down wholly-ownedsubsidiary |
