AI assistant
Varroc Engineering Limited Annual Report 2019
61938_rns_2019-05-24_22590430-2ef0-489a-9ddd-0efaec709ad7.pdf
Annual Report
Open in viewerOpens in your device viewer
Rep. I Cerp. Office
L·4, MIDC, Industrial Area Tel +91 240 6653600 email: [email protected] Waluj, Aurangabad 431 136 Fax +91 240 2564540 Mahuashtra, India 1 CIN: L28920MH1988PLC047335 Vdrroc
VARROC/SE/INT /2019-20/15
May 24, 2019
To,
(1} The Manager - Listing The Listing Department, National Stock Exchange of India Limited Exchange Plaza, Plot No. C/1, G Block, Bandra-Kurla Complex, Bandra (East}, Mumbai-400051
~ ~ t>/1
\ \
(2} The Manager - Listi ng The Corporate Relation Department, BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai-400001
BSE Security Code: 541578 Security ID: VARROC
Dear Sir/Madam,
Sub: Outcome of the Board Meeting
NSE Symbol: VARROC
Ref: Regulation 30 (read with Part A of Schedule Ill} and Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements} Regulations, 2015 ("Listing Regulations"}.
This is to inform you that the Board of Directors of the Company, at its meeting held today i.e. on May 24, 2019, which commenced at 1: 30 p.m. and concluded at 0.2. : .3 () p.m. has considered and approved following items.
- Audited Financial Results (Standalone and Consolidated) for the quarter and financial year ended on March 31, 2019
The Audited (Standalone and Consolidated) Financial Results of the Company for the quarter and financial year ended on March 31, 2019 were approved.
Pursuant to Regulation 33 of the Listing Regulations, we enclose the following:
- i. Statements showing the Audited Financial results (Standalone and Consolidated) for the quarter and year ended on March 31, 2019;
- ii. Auditors' report on the Audited Financial Results (Standalone and Consolidated); and
- iii. Declaration in respect of Auditors Report (Standalone and Consolidated) with Unmodified Opinion;
The results will be uploaded on the Company's website www.varrocgroup.com and will be published in Business Standard (English) and Loksatta (Marathi) newspapers . .
- Record date
Pursuant to Regulation 42 of the Listing Regulations, this is to inform you that Friday, August 09, 2019, has been fixed as the record date for the purpose of ascertaining the entitlement of dividend for t he FY 2018-19.
Further, the dividend if approved by the Members shall be paid to all the Benefi cial Owners in respect shares held in dematerialized form as per the data made available by the National Securities Depository ~
Regd. & Corp. Office
L-4, MIDC, Industrial Area Waluj, Aurangabad 431 136 Maharashtra, India I
Tel +91 240 6653600 Fax +91 240 2564540 email: [email protected] www.varrocgroup.com _s:IN: L28920MH1988PLC047335
Limited and the Central Depository Services (India) Limited as of t he close of business hours on Record date i.e. Friday, August 09, 2019.
1. Dividend
The Board is pleased to recommend Final dividend of Rs. 4/- (Rupees Four only) per equity share of face value of Rs.1/- each (i.e. @ 400%) for the financial year ended on March 31, 2019, subject to the approval of the shareholders at the ensuing Annual General Meeting ('AGM') of the Company.
The dividend if approved by the Members, will be dispatched I remitted commencing from August 14, 2019.
2. Cut-off date
Pursuant to the provisions of Section 108 of the Companies Act, 2013 and Rule 20 of the Companies (Management and Administration) Amendment Rules, 2014, as amended, the Company has fixed Friday, August 02, 2019 as the Cut-off date for the purpose of reckoning Voting Rights of the members who are eligible to cast t heir vote for the business to be transacted at the ensuing 31st AGM of the Company.
3. Annual General Meeting
The 31st Annual General Meeting of the Company is scheduled to be held on Friday, August 9, 2019 at 10:00 a.m., at the Auditorium located at the Registered Office of the Company at Plot No. L-4, MIDC Industrial Area, Waluj, Aurangabad-431136, Maharashtra.
Further, t he Board of Directors has also, inter alia, considered and approved the following:
- i. Re-appointment of Secretarial Auditors, M/s. Uma Lodha & Co. to carry out Audit of Secretarial records for the Financial year 2019-20.
- ii. Re-appointment of Cost Auditors, M/s. S. R. Bhargave & Co. to carry out Audit of Cost Accounting records for the Financial year 2019-20.
We request you to take this on record, and to treat the same as compliance with the applicable provisions of the Listing Regulations, as amended.
Thanking you,
Yours faithfully, For Varroc Engineering Limited Rakesh ~ Darj ~---
Company Secretary & Compliance Officer
Encl: a/a
" ,
Varroc EnJ?_i11cering Limited Rcgi.liicrctl and Coq >orntc Office: 1.-..i, MIDC Arc11, W:tlnj, Aurnni;uball JI IJf,_ M:.1harashtrn CJN: L2892UMH 1988PLCO..i7335 Tel: +91 HO 6653 70016653 699. Fax: +91 2..io 25( 540 £-muil: inl"citors(a:Yarroc.com
Srntcmcnt of 1111ditcd sh111d11lonc financial rcs11l1s for the 4u:111.cr 1md )'Car ended Mardi JI. 2019
| (Rs. In million)Quarter endedYear ended | |||||||
|---|---|---|---|---|---|---|---|
| Sr. No. | Particulars | March 31, 2019 | December 31, 2018 | March 31,2018 | March 31, 2019 | March 31, 2018 | |
| Audited(refer note 6) | Unaudited | Audited(refer note 6) | Audited | Audited | |||
| $\mathbf{1}$ | Revenue from operations (refer note 5) | 6,137.46 | 6,460.76 | 5,572.33 | 25,731.53 | 20,954.75 | |
| $\sqrt{2}$ | Other income | 94.90 | 139.39 | 70.03 | 514.84 | 287.71 | |
| $\overline{3}$ | Total Income $(1 + 2)$ | 6,232.36 | 6,600.15 | 5,642.36 | 26,246.37 | 21,242.46 | |
| $\overline{4}$ | Expenses | ||||||
| (a) Cost of materials consumed | 4,096.60 | 4,354.86 | 3,673.46 | 16,993.69 | 13,045.36 | ||
| (b) Changes in stock of finished goods and work-in-progress | (22.27) | (166.60) | (83.08) | (244.52) | (10.54) | ||
| (c) Excise duty | n. | $\sim$ | ×. | 485.83 | |||
| (d) Employee benefits expense | 570.77 | 553.38 | 481.69 | 2,196.13 | 1,753.76 | ||
| (e) Finance costs | 94.47 | 95.95 | 106.32 | 392.01 | 401.50 | ||
| (f) Depreciation and amortisation expense | 286.46 | 266.03 | 255.87 | 1,075.19 | 1,016.11 | ||
| (g) Other expenses | 1,054.53 | 952.89 | 925.74 | 4,095.13 | 3,498.84 | ||
| Total expenses (4) | 6,080.56 | 6,056.51 | 5,360.00 | 24,507.63 | 20,190.86 | ||
| 5 | Profit before tax (3-4) | 151.80 | 543.64 | 282.36 | 1,738.74 | 1.051.60 | |
| 6 | Tax expense | ||||||
| Current tax | 46.01 | 126.79 | 64.41 | 387.60 | 232.97 | ||
| Short/(excess) provision for tax relating to prior periods | (2.57) | (5.68) | |||||
| Deferred tax | 22.89 | 39.48 | 43.97 | 161.42 | 120.33 | ||
| 68,90 | 163.70 | 108.38 | 543.34 | 353.30 | |||
| Total tax expense | |||||||
| $\overline{7}$ | Profit for the period (5-6) | 82.90 | 379.94 | 173.98 | 1,195.40 | 698.30 | |
| 8 | Other comprehensive income | ||||||
| Items that will be reclassified to profit or loss in subsequentperiods (net of tax) | |||||||
| Deferred hedging gains/(losses) on cash flow hedges (net of tax) | (3.74) | (16.29) | 1.92 | 29.81 | 6.68 | ||
| Items that will not be reclassified to profit or loss in | |||||||
| subsequent periods (net of tax) | |||||||
| Remeasurement of defined benefit obligation (net of tax) | (1.00) | (10.81) | 12.02 | (11.81) | 10.82 | ||
| Other comprehensive income | (4.74) | (27.10) | 13.94 | 18.00 | 17.50 | ||
| $\ddot{9}$ | Total comprehensive income for the period (7+8) | 78.16 | 352.84 | 187.92 | 1,213.40 | 715.80 | |
| 10 | Paid-up share capital | ||||||
| Equity share capital | 134.81 | 134.81 | 123.13 | 134.81 | 123.13 | ||
| Preference share capital | 11.68 | 11.68 | |||||
| Face value of the share in Re 1/- each | |||||||
| 11 | Reserves excluding revaluation reserves as per balance sheet | 11.152.84 | 9,980.66 | ||||
| 12 | Earnings per share (of Re 1/- each) (not annualised): | ||||||
| Basic & diluted | 0.61 | 2.82 | 1.29 | 8.87 | 4.96 | ||
~
.. ,I
Rcgistcr<tl and Corporate Office: L-4, MIDC Area, Waluj, Aurangabad 431 136, Maharashtra CIN: L28920Mlll988PLC047335 Tel: +91 240 6653 700/6653 699, Fax: +91 240 2564 540
E-mail: investorsfa.lvarroc.com
Statement of audited standalone assets and liabilities as at March 31 , 2019
| (Rs In million) | ||||
|---|---|---|---|---|
| Sr.No. | Particulars | As atMarch 31 , 2019 | As atMarch 3 1, 2018 | |
| Audited | Audited | |||
| ASSETS | ||||
| 1 | Non-current assets | |||
| (a) Property, plant and equipment | 8,451.40 | 7.632.20 | ||
| (b) Capital work-in-progress | 506.15 | 2 17. 13 | ||
| (c) lnves1ment properties~ | 275.05 | 286.42 | ||
| ( d) Intangible assets | 91.34 | 91.05 | ||
| (e) Intangible assets under development | 30.01 | 5.97 | ||
| (f) Investments in subsidiaries and joint venture | 4,64 7.34 | 4,647.09 | ||
| (g) Financial assets | ||||
| (i) Investments | 0.12 | 0. 12 | ||
| (ii) Loans | 23.35 | 17.45 | ||
| (ii) Other financial assets(h) Income tax assets (net) | 125.32 | 0.39 | ||
| 20.52 | 24.04 | |||
| (i) O ther no n-current assets | 420.0614,590.66 | 328.5113,250.37 | ||
| 2 | Cu rrent assets | |||
| (a) Inventories | 2,257.72 | 1,946.90 | ||
| (b) Financial assets | ||||
| I I(i) Investments | - | 0.10 | ||
| (ii) Trade receivables | 3,060.46 | 3,888.43 | ||
| (iii) Cash and cash equivalents | 65.40 | 84.03 | ||
| (iv) Other bank balances | 1.95 | 1.83 | ||
| (v) Loans | 60.39 | 18.7 1 | ||
| (vi) Other financial assets | 17.72 | 175.32 | ||
| ( c) Other current assets | 330.1 I | 234.58 | ||
| 5,793.75 | 6,349.90 | |||
| Total Assets (1+2) | 20,384.41 | 19 600.27 | ||
| EQUITY AND LIABILITIES | ||||
| I | Equity | |||
| (a) Equity share capital | 134.81 | 123. 13 | ||
| (b) Compulsorily convertible preference shares (entirely equity in nature) | - | I 1.68 | ||
| (c) Other equity | I 1, 152.84 | 9,980.66 | ||
| 11,287.65 | JO. I 15.47 | |||
| Uabilili~s | ||||
| 2 | Non-current liabilities | |||
| (a) Financial liabilities | ||||
| (i) Borrowings | 1,560.00- | 2,204.61 | ||
| (ii) Other financial liabilities | 54.72 | 5.64 | ||
| ( b) Provisions(c) Deferred tax liabilities (net) | 306.31 | 53.05135.22 | ||
| (d) Other non-current liabilities | 159.82 | 172.66 | ||
| 2,080.85 | 2,571.18 | |||
| 3 | Current liabilities | |||
| (a) Financial liabilities | ||||
| (i) Borrowings | 821.96 | 1,724.32 | ||
| (ii) T rade payables | ||||
| (a) Total outstanding dues of micro enterprises and small | ||||
| enterprises | 504.25 | 8.75 | ||
| (b) Total outstanding dues of creditors other than micro enterprises | ||||
| and small enterprises | 3,000.40 | 3,234.54 | ||
| ( c ) Acceptances(iii) Other financ ial liabilities | 212. JO | 184.12 | ||
| (b) Provisions | 2,024.50200.51 | 1,331 .00194.07 | ||
| (c) Other current liabilities | 252.19 | 236.82 | ||
| 7,015.91 | 6,913.62 | |||
| Total Eouity and Liabilities (1+2+3) | 20 384.41 | |||
Notes to the Audited Standalone Financial Results:
\ I
-
- Tue above results were reviewed by the Audit Committee and· approved by the Board of Directors at its meeti11g held on May 24, 2019 and are subjected to audit by the Statutory Auditors.
-
- 1l1ese audited standalone financial results have been prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard prescribed under Section 133 of the Companies Act, 20 l 3 read with Rule 3 of Companies (Indian Accounting Standards) Rules, 2015, as amended and in tenns of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulation,2015 read with SEBI Circular no. CIR/CFD/FAC/62/2016. dated 5th July, 2016.
-
- During the current year, the Company has completed a detailed evaluation of the impact of the new revenue standard Ind AS 115 "Revenue from Contracts with Customers" which is effective from Aprill, 2018. Application of Ind AS 115 did not have any mate1ial impact on the recognition and measurement of revenue and related items in the financial results for cuITent and previous year.
-
- The Board of Directors at its meeting held on May 24, 2019 proposed a dividend of Rs. 4 per equity share, subject to approval of the shmeholders
-
- Post the applicability of GST in India with effect from July 01, 2017, revenue is required to be disclosed net of GST, Accordingly, the revenue from operations for the year ended March 31, 2019 is not comparable with that for the year ended March 31, 2018 in the results.
-
- The figures for the last quarter are the derived figures between audited figures in respect of full financial year upto March 31, 2019 and the unaudited published year-to-date figures upto December 31, 2018, being the date of the third quarter of the financial year which were subjected to limited review. Further, the figures for the quarter ended March 31, 2018 are the derived figures between the audited figures in respect of the fol I financial year ended March 31, 2018 and the audited figures for the nine months ended December 31, 2017.
Place: Mumbai Date: 24/05/2019
For and on behalf of Board of Directors - Van oc Enginee1r g Limited ~~~--i~r ~ • Tarang Jain ,. Managing Director
,
Varroc Engineering Limited Registered and Corporate Office: L-4, MIDC Arca, Waluj, Aurangabad 431 136, Maharashtra CIN: L28920MH1988PLC047335 Tel: +91 240 6653 700/6653 699, Fax: +91 240 2564 540
E-mail: [email protected]
ve1rroc::
, D~
K~ (
(
#### Statement of audited consolidated financial results for the quarter and year ended March 31, 2019
| Year ended<br>Particulars<br>March 31, 2019<br>December 3 1,<br>March 3 I, 20 18<br>March 31, 2019<br>20 18<br>Audited (refer<br>Audited<br>Unaudited<br>Audited<br>Audited<br>(refer note 3)<br>(Restated)<br>note 3)<br>(refer note 6)<br>Revenue from operations (refer note 4 and 8)<br>31,534.00<br>29,549.90<br>29,845.56<br>1,20,364.65<br>1,03,784.57<br>Other income<br>177.41<br>170.90<br>285.91<br>907.88<br>Total income<br>31 ,819.91<br>29,727.3 1<br>30,016.46<br>1,21,272.53<br>Expenses<br>Cost of materials consumed<br>20,175.77<br>18,056.35<br>18,969.17<br>76,017.39<br>~<br>Changes in inventories of work-in-progress and finished goods<br>18.15<br>68.32<br>( 12.46)<br>(559.46)<br>-<br>-<br>-<br>Excise duty<br>-<br>Employee benefits expense<br>4,028.20<br>3,841 .30<br>3,544.40<br>15,014.93<br>Finance costs<br>258.56<br>272.92<br>246.82<br>968.45<br>Depreciation and amortisation expense (refer note 8)<br>1,529.68<br>1,398.90<br>1,071.73<br>5,656.42<br>Other expenses<br>4,380.58<br>4,9 10.66<br>4,868. 79<br>19,002.70<br>28,548.45<br>28,688.45<br>30,390.94<br>1,16,100.43<br>Total expenses<br>Profit before share of profits of joint ventures and tax<br>1,428.97<br>1,178.86<br>1,328.01<br>5,172.10<br>Share of profits of Joint Ventures<br>50.78<br>61.88<br>157.98<br>314.54<br>1,240.74<br>1,485.99<br>1,479.75<br>5,486.64<br>Profit before tax<br>Tax expense<br>Current lax<br>361.39<br>544.37<br>34 7.33<br>l,381.58<br>Short I (excess) provision in respect of earlier year<br>(42.37)<br>(4.79)<br>70. 17<br>63.08<br>50200<br>Net current tax<br>342.54<br>I I<br>431.56<br>1,444.66<br>Deferred tax<br>(452.15)<br>(26246)<br>(284.73)<br>(455.81)<br>Total tax expense<br>(20.59<br>239.54<br>57.8 1<br>988.85<br>Profit for the period<br>1,500.34<br>1,001.20<br>1,428.18<br>4,497.79<br>Other comprehensive income<br>Other comprehensive income to be reclassified to profit or loss in<br>subsequent periods<br>Deferred hedging gains/(losses) on cash liow hedges (net of tax)<br>(16.29)<br>1.92<br>(3.74)<br>29.8 1<br>Exchange differences in translating the financial statements of foreign<br>(474.87)<br>(358.57)<br>816.73<br>(l,045.68)<br>operations<br>Other comprehensive income not to be reclassified to profit or loss in<br>subsequent periods<br>Remeasurement of defined benefit obligation (net of tax)<br>(10.13)<br>(33 98)<br>(13.63)<br>(47.61)<br>Other comprehensive income, net of tax<br>(408 84)<br>808 52<br>(492.24)<br>(1,063.48)<br>Total comprehensive income for the period<br>1,008.10<br>592.35<br>2,236.70<br>3,434.31<br>Profit for the period attributable to:<br>Shareholders of the Company<br>1,494.27<br>990.79<br>1,423.38<br>4,463.20<br>4,502.58<br>Non-controlling interests<br>6.07<br>10.4 1<br>4.80<br>34.59<br>~<br>Other comprehensive income attributable to:<br>Shareholders of the Company<br>(491.67)<br>(408.64)<br>808.04<br>(1,062.71)<br>1,997.80<br>Non-controlling interests<br>(0.57)<br>(0.20)<br>0.48<br>(0.77)<br>Total comprehensive income for the period attributable to:<br>Shareholders of the Company<br>1,002.60<br>582.14<br>2,231.42<br>3,400.49<br>Non-controlling interests<br>5.50<br>10.21<br>5.28<br>33.82<br>Paid- up equity share capital (face value of Rs 1 )<br>134.81<br>134.8 1<br>134.81<br>134.81<br>Reserves excluding reval uation reserves as per balance sheet<br>30,736.21<br>Earnings per equity share attributable to Owners (Nominal value per<br>share: Re. 1) (not annualised)<br>-<br>Basic and dil uted (in Rupees)<br>11.08<br>7.35<br>10.56<br>33. | | | | | (Rs. In million) |
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--|---------------|--|--|----------------------|
| | | Quarter ended | | | |
| | | | | | March 31, 20 I 8 |
| | | | | | |
| | | | | | |
| | | | | | 386.10 |
| | | | | | 1,04, 170.67 |
| | | | | | |
| | | | | | 64,127.17 |
| | | | | | (300.31) |
| | | | | | 996.26 |
| | | | | | 13,135.17 |
| | | | | | 861.70 |
| | | | | | 3,864.65 |
| | | | | | 17,017.97 |
| | | | | | 99.702.61 |
| | | | | | 4,468.06 |
| | | | | | 690.27 |
| | | | | | 5, 158.33 |
| | | | | | |
| | | | | | 1,174.48 |
| | | | | | 19.27 |
| | | | | | 1, 193 .75 |
| | | | | | (543. 19) |
| | | | | | 650.56 |
| | | | | | 4,507.77 |
| | | | | | |
| | | | | | 6.68<br>1,996.01 |
| | | | | | |
| | | | | | (4.4 1) |
| | | | | | 1,99828 |
| | | | | | 6,506.05 |
| | | | | | |
| | | | | | |
| | | | | | 5. 19 |
| | | | | | |
| | | | | | |
| | | | | | 0.48 |
| | | | | | |
| | | | | | |
| | | | | | 6,500.38 |
| | | | | | 5.67 |
| | | | | | 134.81<br>28, 145.24 |
| | | | | | |
| | | | | | -<br>33.40 |
### Registered and Corporate Office: L-4, MIDC Area, Waluj, Aurangabad 431 136, Maharashtra CIN: L28920Mll1988PLC047335 Tel: +91 240 6653 700/6653 699, Fax: +91 240 2564 540
E-mail: [email protected]
### Statement of Audited consolidated Assets and Liabilities as at March 31, 2019
| | | | (Rs. In million) |
|------------|-------------------------------------------------------------------------------|-------------------------|--------------------------|
| Sr.<br>No. | Particulars | As at<br>March 31, 2019 | As at<br>Ma rch 31, 2018 |
| | | Audited | Audited |
| | ASSETS | | |
| 1 | ~<br>Non-current assets | | |
| | (a) Property, plant and equipment | 29,137. 15 | 25,863.21 |
| | (b) Capital work-in-progress | 6,662.80 | 2,440.47 |
| | (c) Investment properties | 134.40 | 140.55 |
| | (d) Goodwill (refer note 6) | 1,992.53 | 334.72 |
| | (e) Other Intangible assets (refer note 6 and 8) | 4,334.14 | 1,701.05 |
| | (f) bitangible assets under development (refer note 8) | 3,33 1. 90 | 1,000.25 |
| | (g) lnvestments accounted for using the equity method<br>(h) Financial assets | 3,433 .86 | 3,564.96 |
| | (i) mvestments | 0.20 | 0.20 |
| | (ii) Loans | 127.88 | 106.81 |
| | (iii) Other financial assets<br>\ I | 374.90 | 138.71 |
| | (i) Income tax assets (net) | 152 03 | 124.35 |
| | (j) Deferred tax assets (Net) | 1,755.02 | 1,030.00 |
| | (k) Other non-current assets | 2,422.09 | 1,474.26 |
| | | 53,858.90 | 37,919.54 |
| 2 | Current assets<br>(a) Inventories | 9, 199.24 | . 8,640.97 |
| | (b) Financial assets | | |
| | (i) Investments | 186.41 | 30.32 |
| | (ii) Trade receivables | 13,495.13 | 14,027. 34 |
| | (iii) Cash and cash equivalents | 1,608.42 | 3,265. 78 |
| | (iv) Bank balances other than (iii) above | 25.86 | 23.59 |
| | (v) Loans | 179.48 | 40.07 |
| | (vi) Other financial assets | 18.72 | 222.56 |
| | ( c) Other current assets | 8,958.20 | 4,353.75 |
| | | 33,671.46 | 30,604.38 |
| | Total Assets (1+2) | 87,530.36 | 68,523.92 |
| | EQUITY AND LIABILITIES | | |
| 1 | Equity | | |
| | (a) Equity share capital | 134.81 | 123.13 |
| | (b) Compulsorily convertible preference shares (entirely equity in nature) | - | 11 .68 |
| | (c) Other equity | 30,736.21 | 28,145.24 |
| | Equity attributable to owners | 30,871.02 | 28,280.05 |
| | Non-controlling interests | 241.31 | 207.67 |
| | Total equity | 31,112.33 | 28,487.72 |
•
### Registered and Corporate Office: L-4, MIDC Arca, Waluj, Aurangabad 431 136, Maharashtra CIN: L28920MHl988PLC047335 Tel: +91 240 6653 700/6653 699, Fax: +91 240 2564 540 E-mail: [email protected]
Statement of Audited consolidated Assets and Liabilities as at March 31, 2019
| | | | (Rs. In million) |
|------------|------------------------------------------------------------------------------------------------|-------------------------|-------------------------|
| Sr.<br>No. | Particulars | As at<br>March 31, 2019 | As at<br>March 31, 2018 |
| | | Audited | Audited |
| | Liabilities | | |
| 2 | Non-current liabilities | | |
| | (a) Financi al liabilities | | |
| | <br>(i) Borrowings | 4,57 1. 96 | 6,36 1.46 |
| | (ii) Other financial liabilities | 127. 17 | 122.8 1 |
| | (b) Provisions | 978.1 9 | 1,002.42 |
| | (c) Deferred tax liabilities (net) | 913.3 1 | 508.87 |
| | (d) Other non current liabilities | 328.22 | 310.33 |
| | | 6,918.85 | 8,305.89 |
| | | | |
| 3 | Current liabilities | | |
| | (a) Financial I iabilities | | |
| | (i) Borrowings | 12,0 14.65 | 3,439.27 |
| | (ii) Trade payables | | |
| | (a) Total outstanding dues ofini'tr'il enterprises and small enterprises | 658. 70 | 27.22 |
| | (b) Total outstanding dues of creditors other than mi cro enterprises and<br>small enterprises | 19,663.32 | 19,766.57 |
| | (c) Acceptances | 240.37 | 210.34 |
| | (iii) Other fi nancial liabilities | 11,418.94 | 5,785.37 |
| | (b) Provisions | 382.02 | 316. 17 |
| | (c) Current tax liabilities (net) | 279.90 | 81.33 |
| | (d) Other current liabilities | 4,84 1. 28 | 2, 104.04 |
| | | 49,499.18 | 31,730.31 |
| | Total Equity and Liabilities (1+2+3) | 87,530.36 | 68,523.92 |
#### Audited Consolidated Segment wise Revenue, Results, Assets and Liabilities
| | | | | | (Rs. In million 1 |
|---------------------------------------------|------------------|----------------------|--------------------|----------------|-------------------|
| | | Quarter ended | For the year ended | | |
| Particulars | March 31, 2019 | December 3 1, 2018 | March 31, 2018 | March 31, 2019 | March 31, 2018 |
| | Audited | Unaudited (Restated) | Audited | Audited | Audited |
| | (refer note 3) | (refernote 6) | (refer note 3) | | |
| 1) Segment Revenue | | | | | |
| (i) Automotive | 30,740.76 | 28,820.43 | 28,982.59 | 117,318.26 | 101,042.03 |
| (ii) Others | 793.?4 | 729.47 | 862.97 | 3,050.69 | 2,750.08 |
| | 31,534.00 | 29,549.90 | 29,845.56 | 120,368.95 | 103,792.1 1 |
| Less: Inter segment revenue | - | - | - | 4.30 | 7.54 |
| | 31 534.00 | 29 549.90 | 29 845.56 | 120,364.65 | 103 784.57 |
| 2) Segment Results | | | | | |
| (i) Automotive | 1,622.56 | 1,258.97 | 1,501.24 | 5,707.29 | 5,077.86 |
| (ii) Others | 17.28 | 93.57 | 20.71 | 148.63 | 89.55 |
| Total Segment Results | 1,639.83 | 1,352.54 | 1,521.95 | 5,855.92 | 5,167.41 |
| Add' (Less): | | | - | | |
| (a) Finance Cost | (258.56) | (272.92) | (246.82) | (968.45) | (86 1.70) |
| (b) Ne.t w1allocated (expendinire) I income | 98.48 | 161.12 | 210.86 | 599.17 | 852.62 |
| Total profit before tax | 1 479.75 | 1,240.74 | 1,485.99 | 5 486.64 | 5158.33 |
| 3) Segment Assets | | | | | |
| (i) Automotive | 78,642.37 | 75,864.25 | 60,64 1.61 | 78,642.37 | 60,641.6 1 |
| (ii) Others | 2,402.58 | 2,469.42 | 2,51 1.08 | 2.402.58 | 2,511.08 |
| Total segment assets | 81,044.95 | 78,333.67 | 63,152.69 | 81,044.95 | 63, 152.69 |
| Add: Unallocated | 6,485.41 | 5,726.1 7 | 5 37 1.23 | 6.485.41 | 5,371.23 |
| Total assets | 87 530.36 | 84,059.84 | 68,523.92 | 87 530.36 | 68,523.92 |
| 4) Segment Liabilities | | | | | |
| (i) Automotive | 29,608.00 | 28,231.35 | 27.162.52 | 29,608.00 | 27,1 62.52 |
| (ii) Others | 839.35 | 812.69 | 1 005.72 | 839.35 | 1,005.72 |
| Total segment liabilities | t I<br>30,447.35 | 29,044.04 | 28,168.24 | 30,447.35 | 28,168.24 |
| Add: Unallocated | 25,970.68 | 24,8 19.06 | 11,867.96 | 25.970.68 | l l,867.96 |
| Total liabilities | 56,418.03 | 53,863.10 | 40 036.20 | 56 418.03 | 40 036.20 |
Notes to the audited consolidated Financial Results:
The above results were reviewed by the Audit Committee and approved by the Boa.rd of Directors a l its meeting held on May 24, 2019 and ru·e subjected to audit by the Statutory Auditors.
- 2 These audited consolidated financial results have bee.n prepared in accordance with the recognition ru1d measurement principles laid down in Indian Accounting Standard prescribed trnder Section 133 of the Companies Act, 2013 read with Rule 3 of Companies (Indian Accounting Standards) Rules, 20 15, as amended and in tem1s ofRegulation 33 of the SEBl (Listing Obligations and Disclosure Requirements) Regulation,201 S read with SEBI Circularno. CIRJCFDIF AC/6212016. dated 5th July, 2016.
- 3 The figures for the last quarter are the derived figures between audited figures in respect of full financial year upto March 31, 2019 and the unaudited published year-to-date figures upto December 31, 2018, being the date of the third quarter of the financial year which were subjected to limited review. Further, the figures for the quarter ended March 31 , 2018 are the derived figures between the audited figures in respect of the full financial year ended March 31, 2018 and the audited figures for the nine months ended December 31, 2017.
- 4 Post the applicability of GST in India with effect from July OJ, 2017, revenue is required to be disclosed net of GST, Accordingly, the revenue from operations for the year ended March 3 1, 2019 is not comparable with that for the year ended March 31, 2018 in the results.
- 5 The "Automotive" segment cons ts of the business of automobile products consisting of auto parts for two-wheelers, three-wheelers and four-wheelers and related design, development and engineering activities and other services. "Others" comp1ise of forging components for off road vehicles and components for mining and oil drilling industry which is below the thresholds for repo11ing as separate operating segment. Investment in Joint Venture and corresponding shru·e of profit from joint venture is considered under unallocated assets and profit respectivd y.
- 6 On July 02, 2018. the Group acquired "SA-BA Endust:J.iyel Unmler hnalat ve Ticaret Anonim Sirketi ",a Turkey based company engaged in the manufacture and supply of interior ru1d exterior lighting products mainly for the automotive sector. Dming the cutTent period, the Group has finalised the allocation of the pm·chase consideration of Eur 43.30 million to the assets and liabilities (including intangible assets viz. Customer relationships and Brru1d which were not recognised in acquiree's books) based on their acquisition date fair values. The consideration in excess of fair values of the assets and liabilities acquired bas been allocated to Goodwill. Since the Group has finalised purchase price allocation in the cun-ent quarter, the comparative information for the quruler ended December 31, 2018 has been restated after giving effect of such allocation.
- 7 The defe1Ted tax in "Tax expense" for the year endod March 31, 2019 includes a credit of Rs. 53 1.06 million (Year ended March 31, 2018: Rs. 657.50 million) and for the quarter ended March 31, 2019 a credit of Rs. 300.25 Million (Qtr ended December 31, 2018: Rs. 230.81 million; Qtr ended March 3 1, 2018: Rs. 177 .50 million) recognised on lax incentive on eligible investments by the subsidiary in Czech Republic which can be utilised against future taxable income. over the next 10 yea.rs. Further, defe1Ted tax for the quarter ended March 31, 2019 in "Tax expense" includes a credit of Rs. 108.98 Million recognised on provision for pension scheme by the subsidiary in Getmany which will be utilised upon payments made under such scheme.
8 During the current year, the Group has completed a d<tailed evaluation of lhe impacl of the new revenue standard Ind AS 115 "ReYenue from Contracts with Customers" which is effective from April I, 2018. Tnd AS 115 has impact on the product development/engineering services which are now considered as related to sale of parts rather than a separate perfonuance obligation. As a result, revenue from engineering sci:viccs is now recognised over the period of production. Costs incurred in respect of providing engineering services are recognised as intangible assets and amortised over the period of production. The Group bas applied the modified reu·ospective approach as permitted by Ind AS 115 to the contracts which were not completed as of April 1. 2018 and has debited Rs. 689.92 million (net of tax) to retained earnings as at April I, 2018. Due to the above change, the revenue and profit after tax for the year ended March 31, 2019 are higher by Rs. 235. 70 million and Rs. 175.47 million respectively.
Since under the modified retrospective approach, the cumulative effect of applying Tnd AS 115 has been recognised as al April I, 2018 and the comparative information has not been restated and continues to be reported imder Ind AS 11 and Ind AS 18, hence the figures for the quarter and year ended March 3 1, 2018 may not be comparable with the fi gures for the quarter and year ended March 31, 2019.
9 TI1e Board of Directors at its meeting held on May 24, 20 19 proposed a dividend of Rs. 4 per equity share, subject to approval of the shareholders.
I I
Place: Mumbai Date: May 24, 2019
For and on behalf of Board of Directors Varroc Engineer' Limited Tarang Jain Managing Director
**SR BC & CO Ll P** C - 401. 4tll Floor Pune - 411 006, India Chart ered Account ant <sup>s</sup>
Panchsllil Tech Park, Yerwada ( Near Don Bosco School) Tel :+9120 66036000
C-:> <sup>~</sup>\* -'O
## Auditor's Report On Quarterly Financial Results and Year to Date Results of the Company Pursuant to Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended
## To Board of Directors of Varroc Engineering Limited,
- 1. We have audited the accompanying statement of quarterly standalone Ind AS financial results of Varroc Engineering Limited (' the Company' ) for the quarter ended March 31, 2019 and fo r the year ended March 31 , 2019 ('the Statement'), attached herewith, being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (' the Regulation '), read with SEBI Circular No. CIR/CFD/FAC/62/2016 dated July 5, 2016 ('the Circular'). The standalone Ind AS financial results for the quarter ended March 3 I, 2019 and year ended March 31 , 2019 have been prepared on the basis of the standalone lnd AS financial results for the nine-month period ended December 31, 2018, the audited annual standalone Ind AS financial statements as at and for the year ended March 3 1, 2019, and the relevant requirements of the Regulation and the Circular, which are the responsibility of the Company 's management and have been approved by the Board of Directors of the Company. Our responsibility is to express an opinion on these standalone fi nanc ial results based on our review of the standalone Ind AS fin ancial results for the nine-month period ended December 31, 201 8 whic h was prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard (lnd AS) 34 Interim Financial Reporting, specified under Section 133 of the Companies Act 2013 read with relevant rules issued thereunder and other accounting principles generally accepted in India; our audit of the annual standalone Ind AS financ ial statements as at and for the year ended March 3 1, 201 9; and the relevant requirements of the Regulation and the Circular.
- 2. We conducted our audit in accordance with the auditing standards generally accepted in India . Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the fi nancial results are free of material misstatements. An audit includes examining, on a test basis, evidence supporting the amounts disclosed as financ ia l results. An audit also includes assessing the accounting princ iples used and significant estimates made by management. We believe that our audit provides a reasonable basis for our opinion.
- 3. In our opinion and to the best of our information and according to the explanations given to us, these quarterly standalone Ind AS financ ial results as we ll as the year to date results:
- 1. are presented in accordance with the requirements of the Regulation read with the Circular, in this regard; and
- 11. give a true and fair view of the net profit inc luding other comprehensive income and other fin ancial information for the quarter and year ended March 3 1, 201 9.
- 4. The comparative financial information of the Company for the quarter ended March 31, 2018, included in the accompanying Standa lone financia l results, represent the derived figures between the audited fi gures in respect of the financial year ended March 3 1, 2018 and the audited figures for the nine months ended December 3 I, 2017 which were audited by the predecessor auditor who expressed an unmodified opinion on that fi nanc ia l information on June 6, 2018 and March 25, 201 8 respectively. The comparative fi nanc ia l information of the Company for the year ended March 31, 201 8, included in the accompanying Standa lone fi nancial results is based on the C & aud ited standalone fi nancial statements of the Company for the year ended March 3 1, 20 <sup>18</sup>o· Co
were audited by the predecessor auditor who expressed an unmodified opinion on those standalone financial statements on June 6, 2018.
5. Further, read with paragraph 1 above, we report that the figures for the quarter ended March 31, 2019 represent the derived figures between the audited figures in respect of the financial year ended March 3 1, 2019 and the published year-to-date figures up to December 31 , 2018, being the date of the end of the third quarter of the current financial year, which were subjected to a limited review as stated in paragraph I above, as required under the Regulation and the Circular.
**For S R B** C & CO. **LLP** rn11 red Accountants
Partner Membership No.: 105754
Place: Mumbai Date: May 24, 2019
*SR BC* & *CO* **LLP** C · 401, 4th Floor Pune • 411 006, India Chartered Accountant <sup>s</sup>
Panchshil Tech Park, Yerwada (Near Don Bosco School) Tel : +91 20 6603 6000
Auditor's Report On Quarterly Consolidated Financial Results and Year to Date Results of the Company Pursuant to Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended
## To Boanl of Directors of Varroc Engineering Limited,
- l . We have audited the accompanying statement of qua1terly consolidated Ind AS financial results of Yarroc Engineering Limited ('the Company') comprising its subsidiaries (together, ' the Group ') and joint ventures for the quarter ended March 3 1, 20 19 and the consolidated Ind AS financia l results for the year ended March 31, 2019 ('the Statement'), attached herewith, being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 201 5, as amended ('the Regulation'), read with SEBI Circular No. CIR/CFD/ FAC/62/2016 dated July 5, 201 6 ('the Circular'). The consolidated Ind AS financial results for the quarter ended March 3I , 201 9 and year ended March 3 1, 201 9 have been prepared on the basis of the consolidated Ind AS fi nancial results for the nine-month period ended December 31, 2018, the audited annual consolidated Ind AS financ ial statements as at and for the year ended March 3 1, 20 19, and the relevant requirements of the Regulation and the Circular, which are the responsibility of the Company's management and have been approved by the Board of Directors of the Company. Our responsibility is to express an opinion on these consolidated Ind AS financial results based on our review of the consolidated Incl AS financial results for the nine-month period ended December 3 1, 20 I 8 which was prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard (Ind AS) 34 Interim Financial Reporting, specified under Section 133 of the Companies Act 20 13 read with relevant rules issued thereunder and other accounting principles generally accepted in Indi a; our audit of the annual consolidated Ind AS fin ancial statements as at and for the year ended March 3I , 2019; and the relevant requirements of the Regu lation and the Circular.
- 2. We conducted our audit in accordance with the auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial results are free of material misstateme nts. An audit includes examining, on a test basis, evidence supporting the amounts disclosed as financia l results. An audit also includes assessing the accounting princ iples used and significant estimates made by management. We believe that our audit provides a reasonable basis for our opinion.
- 3. Jn our opinion and to the best ofour information and according to the explanations given to us and based on the consideration of the repmts of other auditors on separate financia l statements and the other financia l information of subsidiaries and joint control led entities, these quarterly consolidated Ind AS financial results as well as the year to date results:
- 1. includes the results of the entities mentioned below;
- ii. are presented in accordance with the requirements of the Regulation read with the Circular, in this regard; and
- 111. give a true and fair view of the consolidated net profit inc luding other comprehensive income and other financial information for the quarter and year ended March 3 1, 201 9.
# **SR BC & CO LLP**
Chartered Accountants
The Statement includes results of following entities:
## List of subsidiaries:
Varroc Polymers Private Limited; Durovalves India Private Limited; Team Concepts Private Limited; Varroc Lighting Systems (India) Private Limited; Varroc European Holding B.V.; Aries Mentor Holding B.V.; VarrocCorp Holding B.V.; Varroc Japan Co. Ltd.; IMES, Italy; Varroc Lighting Systems Italy, S.p.A.; Varroc Lighting Systems Romania S.A .. ; Varroc Lighting Systems Vietnam Co. Ltd.; TRI.0.M. S.A.de.C.V, Mexico; Varroc Lighting Systems SRO CZ; Varroc Lighting Systems, INC; Varroc Lighting Systems, GmBH; Varroc Lighting Systems, S.de.R.L.de.C.V.; Varroc Lighting Systems SA, Morocco; Varroc do Brasil Industria E Comercio LTDA; Varroc Lighting Systems, S.p.z.o.o.; Varroc Lighting Systems Endiislriyel Oriinler imalat ve Ticaret Anonim irk ti ; Varroc Lighting Systems Bulgaria Eood
## List of Joint Ventures
Nuova CTS, Sri, Italy; Varroc Elba Electronics SRL, Romania; Varroc TYC, Corporation BVI; Varroc Dell'Orto Private Limited
4. We did not audit the financial results/statements and other financial information, in respect of 8 subsidiaries whose Ind AS financ ial resu lts/statements incl ude total assets of Rs 54, 195.65 million as at March 31, 2019, and tota l revenues of Rs 20,867.37 million and Rs 74, 185.67 million\_for the quarter and the year ended on that date respectively. These Ind AS financia l results/statements and other fi nancial information have been audited by other auditors, whose financial results/statements, other financia l information and auditor's reports have been furnished to us by the management. The consolidated Ind AS financial results also include the Group's share of net profit of Rs. 48.58 million and Rs. 302.86 million\_for the quarter and for the year ended March 3 1, 20 19 respectively, as considered in the consolidated Ind AS financia l results, in respect of 1 joint ventures, whose financial results/statements, other financia l information have been audited by other auditors and whose reports have been furn ished to us by the management. Our opinion, in so fa r as it relates to the affairs of such subsidiaries and joint controlled entities is based solely on the report of other auditors. Our opinion is not modified/qualified in respect of th is matter.
Certain of these subsidiaries are located outside India whose financial results/statements and other fi nancial information have been prepared in accordance with accounting principles generally accepted in their respective countries and which have been audited by other auditors under genera lly accepted auditing standards applicable in their respective countries. The Company's management has converted the financia l results/statements of such subsidiaries and joint ventures located outside India from accounting principles generally accepted in their respective countries to accounting principles genera lly accepted in India. We have aud ited these conversion adjustments made by the Company's management. Our opinion in so fa r as it relates to the balances and affa irs of such subsidiaries and joint ventures located outside India is based on the report of other auditors and the conversion adj ustments prepared by the management of the Company and audited by us.
# **SR BC & CO LLP**
Chartered Accountants
- 5. The accompanying consolidated Ind AS financial results include unaudited finan cial results /statements and other unaudited financial information in respect of 9 subsid iaries, whose financial results/statements and other financial information reflect total assets of Rs 12,633 .21 million as at March 31, 20 19, and tota l revenues of Rs 572.57 million and Rs 1,458.44 million for the quarter and the year ended on that date respectively. These unaudited financ ia l results/statements and other unaudited financial information have been furnished to us by the management. The consolidated Ind AS financial results also inc lude the Group 's share of net profit of Rs. 2.89 million and Rs 12.37 million for the quarter and for the year ended March 3 1, 20 19 respectively, as considered in the consolidated Ind AS financ ial results, in respect of 3 joint ventures, whose financial results /statements and other financi al information have not been audited and whose unaudited financial statements, other unaudited financial information have been furnished to us by the management. Our opinion, in so far as it relates to the affairs of these subsidiaries and joint ventures, is based solely on such unaudited financial statement and other unaudited financial information. In our opinion and according to the information and explanations given to us by the Management, these financial resu lts/statements and other financ ial information are not material to the Group. Our opinion is not modified/qualified in respect of this matter.
- 6. The comparative financial information of the Group for the quarter ended March 3 1, 20 18, included in the accompany ing consolidated Ind AS financial results, represent the derived figures between the aud ited fi gures in respect of the financ ial year ended March 31 , 2018 and the audited figures for the nine months e nded December 3 1, 201 7 which were audited by the predecessor auditor who expressed an unmodified opinion on that financial information on June 6, 2018 and March 25, 2018 respectively. The comparative financial information of the Group for the year ended March 3 1, 2018, included in the accompanying consolidated Ind AS financia l results is based on the audited consolidated financial statements of the Company for the year ended March 3I , 2018 which were audited by the predecessor auditor who expressed an unmodified opinion on those consolidated financ ial statements on June 6, 2018.
- 7. Further, read with paragraph I above, we report that the figures for the quarter ended March 31, 20 19 represent the derived figures between the aud ited figures in respect of the finan cial year ended March 3 1, 2019 and the published year-to-date figures up to December 31, 2018, being the date of the end of the third quarter of the current financia l year, which were s ubj ected to a limited review as stated in paragraph 1 above, as required under the Regulation and the Circular.
## **For S R B** C & **CO LLP** Cha11ered Accountants
~
**CAI Firm** ~~ist **ation Number:** 324982E/E300003
**per Pa I** Partner Membership No.: 105754
Place: Mumbai Date: May 24, 2019
**Regd. & Corp. Office**
L-4, MIDC, Industrial Area I **Tel** +91 240 6653600 Waluj, Aurangabad 431 136 **Fax** +91 240 2564540 Maharashtra, India ·
**email:** [email protected] www.varrocorouo.com CIN: L28920MH1988PLC047335
VARROC/SE/I NT /2019-20/14
May 24, 2019
To,
- (1) The Manager Listing The Listing Department, National Stock Exchange of India Limited Exchange Plaza, Plot No. C/1, G Block, Bandra-Kurla Complex, Bandra (East), Mumbai-400051
- (2) The Manager Listing The Corporate Relation Department, BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai-400001
BSE Security Code: 541578 Security ID: VARROC
Dear Sir/ Madam,
NSE Symbol: VARROC
- Sub: Declaration in respect of Auditors Report (~tandalone & Consolidated) with Unmodified Opinion
- Ref: Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
With reference to the captioned subject, we hereby declare that the Statutory Auditors of the Company, SRBC & Co., LLP, Chartered Accountants, \_ Pune (Registration Number 324982E/E300003), have issued the Audit Report with unmodified opinion in respect of th2 Audited (Standalone & Consolidated) Financial Statements of thE: Company for the Financial year ended March 31, 2019.
Request you to please take the above on record and oblige.
Thanking you,
Yours Faithfully, For Varroc Engineering Limited
*r;,h-*
T. R. Srinivasan Chief Financial Officer
